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TEX YEAR — Annual Report 2021
Nov 15, 2021
52420_rns_2021-11-15_9060d0ba-a271-4869-b944-181f8627976e.pdf
Annual Report
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Stock Code: 4720
Tex Year Industries Inc. and Subsidiaries
Consolidated Financial Statements and Independent Auditor’s Review Report 2021 and 2020
Address: No. 9, Wuquan 6th Road, Wugu District, New Taipei City Telephone: (02)22992121
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Statement of Consolidated Financial Statements of Affiliated Companies
For the year 2021 (January 1, 2021 to December 31, 2021), the companies that should be included in the consolidated financial statements of affiliated companies in accordance with the “Regulations Governing the Preparation of Consolidated Statements of Operations of Affiliated Companies and Related Party Reports” are the same as those that should be included in the consolidated financial statements of parent and subsidiary companies in accordance with IFRS 10, and the information required to be disclosed in the consolidated financial statements of affiliated companies has already been disclosed in the aforementioned consolidated financial statements of parent and subsidiary companies. The relevant information has been disclosed in the aforementioned consolidated financial statements of the parent and subsidiary, and therefore no separate consolidated financial statements of the related companies are prepared.
Hereby stated
Tex Year Industries Inc.
Hsiang-Chih Hsiao Chairman
March 31, 2022
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INDEPENDENT AUDITOR’S REVIEW REPORT
To Tex Year Industries Inc.:
Audit Opinion
We have duly audited the consolidated balance sheet of Tex Year Industries Inc. and its subsidiaries as of December 31, 2021 and 2020, and the consolidated comprehensive income statement, consolidated statement of changes in equity and consolidated cash flow statement from January 1 to December 31, 2021 and 2020 as well as notes to the consolidated financial statements (including the summary of significant accounting policies).
In our opinion, based on our audits and the reports of the other auditors (see Other Matters), the consolidated financial statements referred to above have been prepared, in all material respects, in conformity with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, and Interpretations and Interpretation Announcements issued by the Financial Supervisory Commission, and are fairly stated in terms of the consolidated financial position of Tex Year Industries Inc. and its subsidiaries as of December 31, 2021 and 2020, and the consolidated financial performance and consolidated cash flows for the years 2021 and 2020 from January 1 to December 31.
Basis of Audit Opinion
We conducted the audit in accordance with the Regulations Governing Auditing and Attestation of Financial Statements by Certified Public Accountant and the Generally Accepted Auditing Standards. Our responsibility under these standards will be further explained in the paragraph of our responsibility to review the consolidated financial statements. The staff of the firm to which we are affiliated, who are subject to the independence regulation, have maintained superior independence from Tex Year and its subsidiaries in accordance with the Code of Ethics for Accountants, and have fulfilled other responsibilities under the Code. We believe that we have obtained sufficient and appropriate audit evidence to form the basis of our audit opinion.
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Key Audit Matters
A key audit matter is one that, in our professional judgment, is material to the examination of the consolidated financial statements of Tex Year Industries Inc. and its subsidiaries for 2021. These matters have been considered in the process of examining the consolidated financial statements taken as a whole and forming an opinion thereon, and we do not express an opinion on these matters individually.
The key audit matters of the financial statements of Tex Year Industries Inc. and its subsidiaries for 2021 are summarized as follows:
Authenticity of sales revenue
The sales revenue of Tex Year Industries Inc. and its subsidiaries from selling products to some of the top ten customers in 2021 increased compared with that in the same period of last year. Whether the sales revenue is correctly recognized when meeting the performance obligations will have a significant impact on the consolidated financial report, and therefore it is listed as a key audit matter of this year.
For the accounting policies and relevant disclosure information related to sales revenue, please refer to notes 4 (13), 25, 32 and 37 to the consolidated financial report.
Our audit procedures for assessing the authenticity of sales revenue in the course of the audit are as follows:
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Understand and test the effectiveness of the design and implementation of the internal control system related to the authenticity of sales revenue.
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Obtain on a sample basis the transaction documents of the aforementioned sales revenue, including sales orders, shipping documents and collection documents, to verify the authenticity of the sales revenue posted.
Other Matters
The consolidated financial statements of Tex Year Industries Inc. and its subsidiaries, certain subsidiaries and investment companies using the equity method have not been audited by us, but by other auditors. Accordingly, our opinion on the consolidated financial statements referred to above, which relates to the amounts included in the financial statements of certain subsidiaries and equity-method investees and the related information disclosed in the notes, is based on the reports of other auditors. The total assets of these subsidiaries as of December 31, 2021 and 2020 were NT$1,000,046 thousand and NT$995,959 thousand, respectively, accounting for 30% and 33% of the total combined assets; net operating income from January 1 to December 31, 2021 and 2020 was NT$759,275 thousand and NT$693,662 thousand respectively, representing 21% and 22% of the consolidated net operating income respectively. For these investments by the equity method, the balances of December 31, 2021 and 2020 were NTS61,364 thousand and NT$102,214 thousand respectively, representing 2% and 3% of the total assets respectively. From January 1 to December 31, 2021 and 2020, the
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share of joint venture profit and loss recognized by the equity method was NT$(2,905) thousand and NT$2,809 thousand respectively, accounting for (5%) and 2% of the consolidated net profit before tax respectively.
Tex Year Industries Inc. has prepared its individual financial reports for 2021 and 2020, and we have issued the audit report with unqualified opinions and notes on other matters for reference.
Responsibility of Management and Governance Unit to Consolidated Financial Statements
The responsibility of management is to prepare consolidated financial statements that present fairly the financial position of the Company in accordance with the Guidelines Governing the Preparation of Financial Reports by Securities Issuers and International Financial Reporting Standards, International Accounting Standards, Interpretations and Interpretations issued by the Financial Supervisory Commission, and to maintain such internal control relevant to the preparation of consolidated financial statements as is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management’s responsibility also includes assessing Tex Year Industries Inc. and its subsidiaries’ ability to continue as a going concern, the disclosure of related matters, and the adoption of the going concern basis of accounting, unless management intends to liquidate Tex Year Industries Inc. and its subsidiaries or to cease operations, or there is no practical alternative to liquidation or cessation of operations.
The governance units (including supervisors) of Tex Year Industries Inc. and its subsidiaries are responsible for overseeing the financial reporting process.
Responsibility of Accountants Auditing Consolidated Financial Statements
The purpose of our audit is to obtain reasonable assurance about whether the consolidated financial statements taken as a whole are free from material misstatement, whether due to fraud or error, and to issue a report thereon. However, an audit performed in accordance with generally accepted auditing standards does not provide assurance that material misstatements in the consolidated financial statements will be detected. Misrepresentation may be the result of fraud or error. Individual amounts or aggregates that are not true are considered material if they could reasonably be expected to affect the economic decisions made by users of the consolidated financial statements.
We conducted our audit in accordance with generally accepted auditing standards, exercising our professional judgment and maintaining our professional skepticism. We also perform the following tasks.
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Identify and assess the risks of material misstatement of the consolidated financial statements arising from fraud or error; design and implement appropriate responses to the risks assessed; and obtain sufficient and appropriate evidence to provide a basis for an audit opinion. Because fraud may involve conspiracy, forgery, intentional omission, misrepresentation or a breach of internal control, the risk of not detecting material misstatement due to fraud is higher than that due to error.
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We obtained an understanding of the internal control relevant to our audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Tex Year Industries Inc. and its subsidiaries’ internal control.
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Evaluate the appropriateness of the accounting policies used by management and the reasonableness of the accounting estimates and related disclosures made by management.
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Based on the evidence obtained, we have made a conclusion on the appropriateness of management’s adoption of the going concern basis of accounting and whether there is any material uncertainty about the events or circumstances that may cast significant doubt on the ability of Tex Year Enterprises, Inc. and its subsidiaries to continue as a going concern. If we believe that there is a material uncertainty about such events or conditions, we should draw the attention of users of the consolidated financial statements to the relevant disclosures in the audit report or revise our audit opinion if such disclosures are inappropriate. Our conclusion is based on the audit evidence obtained up to the date of the audit report. However, future events or circumstances may cause Tex Year Industries Inc. and its subsidiaries to cease to have the ability to continue as a going concern.
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Evaluate the overall presentation, structure and content of the consolidated financial statements, including the related notes, and whether the consolidated financial statements present fairly the related transactions and events.
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We obtained sufficient and appropriate audit evidence on the financial information of the constituent entities of the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and execution of the Group’s audits, and for forming an opinion on the Group’s audits.
We will communicate with the governance unit regarding the scope and timing of the planned audit and significant audit findings, including significant deficiencies in internal control identified during the audit.
We also provide the governing body with a statement that the independence-regulated personnel of the firm to which we are affiliated have complied
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with the Code of Ethics for Accountants with respect to independence, and communicate with the governing body about all relationships and other matters (including related safeguards) that may be considered to affect the accountant’s independence.
From the matters communicated with the governance unit, we decided on the key audit items for the audit of the annual consolidated financial statements of Tex Year Industries Inc. and its subsidiaries for 2021. We identified those matters in our auditor’s report, except for those matters that are not permitted by law to be disclosed publicly or, in the rarest of circumstances, where we decided not to communicate those matters in our auditor’s report because the negative effect of such communication could reasonably be expected to outweigh the public interest that would be served.
The engagement partners on the reviews resulting in this independent auditor’s review report are Pi-Yu Chuang and Ming-Yen Chien.
Deloitte & Touche Taipei, Taiwan Republic of China
March 31, 2022
Notice to Readers
The accompanying consolidated financial statements are intended only to present the consolidated financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in the Republic of China and not those of any other jurisdictions. The standards, procedures and practices to audit such consolidated financial statements are those generally accepted and applied in the Republic of China.
For the convenience of readers, the auditor’s report and the accompanying consolidated financial statements have been translated into English from the original Chinese version prepared and used in the Republic of China. If there is any conflict between the English version and the original Chinese version or any difference in the interpretation of the two versions, the Chinese-language auditor’s report and consolidated financial statements shall prevail.
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Tex Year Industries Inc. and Subsidiaries Consolidated Balance Sheet
December 31, 2021 and 2020
In thousand of New Taiwan Dollars.
| Code 1100 1110 1150 1170 1180 1200 1210 130X 1470 11XX 1510 1535 1550 1600 1755 1780 1840 1915 1990 15XX 1XXX Code 2100 2120 2170 2180 2200 2230 2250 2280 2320 2399 21XX 2530 2540 2570 2580 2630 2640 2670 25XX 2XXX 3110 3130 3100 3200 3310 3320 3350 3300 3410 3420 3400 31XX 36XX 3XXX |
Asset Current asset Cash and cash equivalents (notes 4 and 6) Current financial assets at fair value through profit or loss (notes 4, 7 and 19) Notes receivable, net (notes 4 and 10) Accounts receivable, net (notes 4, 5 and 10) Accounts receivable due from related parties, net (notes 4, 5, 10 and 32) Other receivables (notes 4 and 10) Other receivables due from related parties (notes 4, 10 and 32) Current inventories (notes 4, 5, 11 and 33) Other current assets (note 17) Total current assets Non-current assets Financial assets at fair value through profit or loss - non-current (notes 4 and 7) Financial assets at amortized cost - non-current (notes 4 and 9) Investment under the equity method (note 4 and 13) Property, plant and equipment (notes 4, 14, 18 and 33) Right-of-use assets (notes 4 and 15) Intangible assets (notes 4 and 16) Deferred tax assets (notes 4 and 27) Advance payment for equipment Other non-current assets, others (note 10 and 17) Total non-current assets Total assets Liabilities and equity Current liabilities Current liabilities (note 18) Current financial liabilities at fair value through profit or loss (notes 4 and 7) Accounts payable (note 20) Accounts payable to related parties (notes 20 and 32) Construction contracts payable to related parties (note 21) Current tax liabilities (notes 4 and 27) Current provisions (notes 4 and 22) Current lease liabilities (notes 4 and 15) Long-term borrowings and corporate bonds payable -current portion (notes 14, 18, 19 and 33) Other current liabilities, others (notes 21 and 29) Total current liabilities Non-current liabilities Corporate bonds payable (note 19) Non-current portion of non-current borrowings (notes 14, 18 and 33) Deferred tax liabilities (notes 4 and 27) Non-current lease liabilities (notes 4 and 15) Deferred income – non-current (notes 4 and 29) Net defined benefit liability, non-current (notes 4 and 23) Other non-current liabilities, others (note 21) Total non-current liabilities Total liabilities Equity attributable to owners of the Company (notes 4, 8, 12, 13, 19, 23, 24, 27 and 31) Share capital Common stock Certificates of rights to exchange bonds for shares Total share capital Capital from retained earnings Retained earnings Legal reserve Special reserve Undistributed earnings Total retained earnings Other equity interest Foreign operating institute Translation of financial statements Exchange differences Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income Total other equity interest Total equity attributable to owners of parent Non-controlling interests Total equity Total liabilities and equity |
December 31,2021 | December 31,2021 | % 13 2 1 20 1 - - 21 2 60 - - 3 30 2 1 1 2 1 40 100 18 - 14 - 4 1 - - 4 1 42 6 8 2 - - 1 - 17 59 30 - 30 2 4 4 1 9 3 ) 1) 4) 37 4 41 100 |
December 31,2020 | December 31,2020 | |||
|---|---|---|---|---|---|---|---|---|---|
| Amount $ 438,772 59,020 26,625 643,258 21,676 14,359 411 692,943 73,237 1,970,301 7,237 7,797 86,365 986,443 77,068 16,661 40,080 75,491 13,206 1,310,348 $ 3,280,649 $ 581,264 - 470,536 - 137,511 13,454 1,058 4,359 115,244 43,949 1,367,375 193,050 255,397 72,311 5,530 3,712 37,886 1,929 569,815 1,937,190 979,327 150 979,477 58,677 132,500 110,779 38,176 281,455 106,062 ) 12,586) 118,648) 1,200,961 142,498 1,343,459 $ 3,280,649 |
Amount $ 420,381 60,078 24,148 597,994 37,681 22,277 1,433 541,905 70,813 1,776,710 - 76 124,574 1,006,358 72,943 20,385 37,428 3,854 13,659 1,279,277 $ 3,055,987 $ 356,408 4,102 392,391 26,942 154,551 12,408 1,046 2,848 115,384 33,365 1,099,445 261,082 284,372 79,806 1,496 6,852 42,491 1,115 677,214 1,776,659 893,857 12,143 906,000 48,570 125,834 95,226 75,916 296,976 98,193 ) 12,586) 110,779) 1,140,767 138,561 1,279,328 $ 3,055,987 |
% | |||||||
( ( ( |
( ( ( |
( ( ( |
( ( ( |
14 2 1 19 1 1 - 18 2 58 - - 4 33 2 1 1 - 1 42 100 12 - 13 1 5 - - - 4 1 36 9 9 3 - - 1 - 22 58 29 1 30 1 4 3 3 10 3 ) 1) 4) 37 5 42 100 |
The accompanying notes are an integral part of the consolidated financial statements. (please refer to the audit report of Deloitte & Touche Taiwan dated March 31, 2022)
Chairman: Hsiang-Chih Hsiao
President: Hsiang-Chih Hsiao
Accounting Manager: Chi-Wen Gao
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Tex Year Industries Inc. and Subsidiaries
Consolidated Statement of Comprehensive Income January 1 to December 31, 2021 and 2020
In thousand of New Taiwan Dollars, Except earnings per share.
| Code Operating revenue (notes 4, 25, 32 and 37) 4110 Total operating income 4170 Less: sales return 4190 Less: sales discount 4000 Net operating income Operating costs (notes 4, 5, 11, 22, 23, 26 and 32) 5110 Total cost of sales 5900 Gross profit from operations 5910 Realized (unrealized) gains from joint ventures (note 4) 5950 Gross profit from operations Operating expenses (notes 4, 5, 10, 16, 23, 26 and 32) 6100 Marketing expenses 6200 Administrative expenses 6300 Research and development expenses 6000 Total operating expenses 6900 Net operating income (loss) |
2021 | % 101 1 - 100 82 18 - 18 10 4 2 16 2 |
2020 | |||||
|---|---|---|---|---|---|---|---|---|
| Amount $ 3,571,213 20,090 741 3,550,382 2,904,273 646,109 83 646,192 350,125 141,161 86,189 577,475 68,717 |
Amount $ 3,179,926 16,565 693 3,162,668 2,457,267 705,401 88) 705,313 311,844 150,055 106,584 568,483 136,830 |
% | ||||||
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101 1 - 100 78 22 - 22 10 5 3 18 4 |
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| Code Non-operating income and expenses 7060 Share of profit (loss) of associates and joint ventures accounted for using equity method, net (notes 4 and 13) 7100 Interest income (notes 4 and 26) 7010 Other income (notes 4, 26, 29 and 32) 7020 Other gains and losses, net (notes 4 and 26) 7590 Miscellaneous disbursements 7630 Foreign exchange losses (notes 4 and 35) 7510 Financial cost (notes 4, 18, 19 and 26) 7000 Total non-operating income and expenses 7900 Net profit before tax 7950 Income tax expense (notes 4 and 27) 8200 Net profit of the current period Other comprehensive income (notes 4, 8, 12, 13, 23 and 27) Components of other comprehensive income that will not be reclassified to profit or loss |
2021 | % - - 1 - - - 1) - 2 1 1 |
2020 | |||
|---|---|---|---|---|---|---|
| Amount ( $ 6,170 ) 1,887 22,023 ( 540 ) ( 8,204 ) ( 7,859 ) ( 13,813) ( 12,676) 56,041 19,995 36,046 |
Amount ( $ 4,400 ) 1,833 36,685 ( 1,715 ) ( 6,459 ) ( 2,570 ) ( 15,761) 7,613 144,443 42,632 101,811 |
% | ||||
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- - 1 - - - 1) - 4 1 3 |
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| Code 8311 Gains (losses) on remeasurements of defined benefit plans 8316 Unrealised gains (losses) from investments in equity instruments measured at fair value through other comprehensive income 8349 Income tax related to components of other comprehensive income that will not be reclassified to profit or loss 8310 Components of other comprehensive income that will not be reclassified to profit or loss 8361 Foreign operating institute Translation of financial statements Exchange differences 8370 Share of other comprehensive income from joint ventures by the equity method |
2021 | % - - - - - - |
2020 | ||||
|---|---|---|---|---|---|---|---|
| Amount ( 3,849 ) ( 3,586 ) 770 ( 6,665) ( $ 16,075 ) ( 1,715 ) |
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| Code 8399 Income tax related to components of other comprehensive income that will be reclassified to profit or loss 8360 8300 Total other comprehensive income 8500 Total comprehensive income Net profit attributable to 8610 Owners of the Company 8620 Non-controlling interests 8600 Comprehensive income attributable to:Total comprehensive income attributable to 8710 Owners of the Company 8720 Non-controlling interests 8700 Earnings per Share (note 28) 9710 Basic 9810 Dilute |
2021 | % - - - 1 1 - 1 1 - 1 |
2020 | |||||
|---|---|---|---|---|---|---|---|---|
| Amount 1,967 10,540) 9,617) $ 26,429 $ 28,877 7,169 $ 36,046 $ 21,931 4,498 $ 26,429 $ 0.30 $ 0.28 |
Amount 2,992 14,798) 21,463) $ 80,348 $ 69,740 32,071 $ 101,811 $ 51,108 29,240 $ 80,348 $ 0.74 $ 0.65 |
% | ||||||
( ( |
( ( |
- - - 3 2 1 3 2 1 3 |
The accompanying notes are an integral part of the consolidated financial statements. (please refer to the audit report of Deloitte & Touche Taiwan dated March 31, 2022)
Chairman: President: Accounting Manager: Hsiang-Chih Hsiao Hsiang-Chih Hsiao Chi-Wen Gao
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Tex Year Industries Inc. and Subsidiaries Consolidated Statement of Changes in Equity January 1 to December 31, 2021 and 2020
| Code A1 Balance on January 1, 2020 O1 Changes in non-controlling interests Appropriation and distribution of retained earnings for 2019 B1 Legal reserve appropriated B3 Special reserve appropriated B5 Cash dividends of ordinary share I1 Conversion of convertible bonds I3 Conversion of certificates of bonds-to-share D1 Profit of 2020 D3 Other comprehensive income of 2020 D5 Total comprehensive income of 2020 Z1 Balance on December 31, 2020 O1 Changes in non-controlling interests Appropriation and distribution of retained earnings for 2020 B1 Legal reserve appropriated B3 Special reserve appropriated B5 Dividend to the Company’s shareholders M5 Difference between consideration and carrying amount of subsidiaries acquired or disposed I1 Conversion of convertible bonds I3 Conversion of certificates of bonds-to-share D1 Net income in 2021 D3 Other comprehensive income after tax in 2021 D5 Total comprehensive income in 2021 Z1 Balance on December 31, 2021 |
Equityattributable to o | Equityattributable to o | wners of the Company (notes 4,8,12,13,19,23,24,27 and 31) | wners of the Company (notes 4,8,12,13,19,23,24,27 and 31) | wners of the Company (notes 4,8,12,13,19,23,24,27 and 31) | wners of the Company (notes 4,8,12,13,19,23,24,27 and 31) | wners of the Company (notes 4,8,12,13,19,23,24,27 and 31) | Other equityitems Foreign operating institute Translation of financial statements Exchange differences Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income ( $ 86,226 ) ( $ 9,000 ) - - - - - - - - - - - - - - ( 11,967) ( 3,586) ( 11,967) ( 3,586) ( 98,193 ) ( 12,586 ) - - - - - - - - - - - - - - - - ( 7,869) - ( 7,869) - ($ 106,062) ($ 12,586) |
Other equityitems Foreign operating institute Translation of financial statements Exchange differences Unrealised gains (losses) from financial assets measured at fair value through other comprehensive income ( $ 86,226 ) ( $ 9,000 ) - - - - - - - - - - - - - - ( 11,967) ( 3,586) ( 11,967) ( 3,586) ( 98,193 ) ( 12,586 ) - - - - - - - - - - - - - - - - ( 7,869) - ( 7,869) - ($ 106,062) ($ 12,586) |
In thousand of New Taiwan Dollars. Non-controlling interests (notes 4 and 12) Total equity $ 116,039 $ 1,206,416 ( 6,718 ) ( 6,718 ) - - - - - ( 26,753 ) - 26,035 - - 32,071 101,811 ( 2,831) ( 21,463) 29,240 80,348 138,561 1,279,328 ( 561 ) ( 561 ) - - - - - - - - - 38,263 - - 7,169 36,046 ( 2,671) ( 9,617) 4,498 26,429 $ 142,498 $ 1,343,459 |
In thousand of New Taiwan Dollars. Non-controlling interests (notes 4 and 12) Total equity $ 116,039 $ 1,206,416 ( 6,718 ) ( 6,718 ) - - - - - ( 26,753 ) - 26,035 - - 32,071 101,811 ( 2,831) ( 21,463) 29,240 80,348 138,561 1,279,328 ( 561 ) ( 561 ) - - - - - - - - - 38,263 - - 7,169 36,046 ( 2,671) ( 9,617) 4,498 26,429 $ 142,498 $ 1,343,459 |
In thousand of New Taiwan Dollars. Non-controlling interests (notes 4 and 12) Total equity $ 116,039 $ 1,206,416 ( 6,718 ) ( 6,718 ) - - - - - ( 26,753 ) - 26,035 - - 32,071 101,811 ( 2,831) ( 21,463) 29,240 80,348 138,561 1,279,328 ( 561 ) ( 561 ) - - - - - - - - - 38,263 - - 7,169 36,046 ( 2,671) ( 9,617) 4,498 26,429 $ 142,498 $ 1,343,459 |
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| Share capital Common stock Certificates of rights to exchange bonds for shares $ 885,767 $ 1,027 - - - - - - - - 7,063 12,143 1,027 ( 1,027 ) - - - - - - 893,857 12,143 - - - - - - 45,321 - - - 28,006 150 12,143 ( 12,143 ) - - - - - - $ 979,327 $ 150 |
Capital from retained earnings $ 68,494 - - - ( 26,753 ) 6,829 - - - - 48,570 - - - - - 10,107 - - - - $ 58,677 |
Retained earnings | Undistributed earnings $ 54,068 - 4,418 ) 40,395 ) - - - 69,740 3,079) 66,661 75,916 - 6,666 ) 15,553 ) 45,321 ) - - - 28,877 923 29,800 $ 38,176 |
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| Foreign operating institute Translation of financial statements Exchange differences ( $ 86,226 ) - - - - - - - ( 11,967) ( 11,967) ( 98,193 ) - - - - - - - - ( 7,869) ( 7,869) ($ 106,062) |
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| Common stock $ 885,767 - - - - 7,063 1,027 - - - 893,857 - - - 45,321 - 28,006 12,143 - - - $ 979,327 |
Legal reserve $ 121,416 - 4,418 - - - - - - - 125,834 - 6,666 - - - - - - - - $ 132,500 |
Special reserve $ 54,831 - - 40,395 - - - - - - 95,226 - - 15,553 - - - - - - - $ 110,779 |
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$ 1,206,416 6,718 ) - - 26,753 ) 26,035 - 101,811 21,463) 80,348 1,279,328 561 ) - - - - 38,263 - 36,046 9,617) 26,429 $ 1,343,459 |
The accompanying notes are an integral part of the consolidated financial statements.
(please refer to the audit report of Deloitte & Touche Taiwan dated March 31, 2022)
Chairman: Hsiang-Chih Hsiao
President: Hsiang-Chih Hsiao
Accounting Manager: Chi-Wen Gao
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Tex Year Industries Inc. and Subsidiaries
Consolidated Cash Flow Statement
January 1 to December 31, 2021 and 2020
In thousand of New Taiwan Dollars.
| Code Cash flow from business activities A00010 Profit from continuing operations before tax A20010 Adjustments to reconcile profit (loss) A20100 Depreciation expenses A20200 Amortization expenses A20300 Expected credit loss A20400 Net loss on financial assets and liabilities at fair value through profit or loss A20900 Finance costs A21200 Interest income A22300 Share of loss (profit) of associates and joint ventures accounted for using equity method A22500 Losses (gains) on disposals of property, plant and equipment A23700 Impairment loss on non-financial assets A23900 Unrealized (realized) gains from joint ventures A24100 Unrealized foreign exchange loss (gain) A29900 Provision for (reversal of) refund liabilities A29900 Other adjustments to reconcile profit (loss) A30000 Changes in operating assets and liabilities A31115 Decrease (increase) in financial assets at fair value through profit or loss, mandatorily measured at fair value A31130 Notes receivable A31150 Accounts receivable (Continue) |
2021 $ 56,041 89,862 7,734 2,072 622 13,813 ( 1,887 ) 6,170 ( 82 ) 2,596 ( 83 ) ( 413 ) 12 ( 9,485 ) ( 5,507 ) ( 2,477 ) ( 48,998 ) |
2020 |
|---|---|---|
| $ 144,443 91,271 7,863 7,983 1,690 15,761 ( 1,833 ) 4,400 25 7,386 88 2,380 ( 619 ) ( 6,244 ) ( 42,072 ) ( 600 ) ( 63,754 ) |
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| Code A31160 Accounts receivable - related parties A31180 Other receivable A31190 Other receivables - related party A31200 Inventories A31240 Other current assets A32150 Accounts payable A32160 Accounts payable - related parties A32180 Other payable A32190 Other payable to related parties A32230 Other current liabilities A32240 Net defined benefit liability – non-current A33000 Cash inflow generated from operations A33100 Interest received A33300 Interest paid A33500 Income taxes refund (paid) AAAA Net cash inflow (outflow) from operating activities Cash flows from (used in) investing activities B00040 Acquisition of financial assets at amortised cost B00050 Proceeds from disposal of financial assets at amortised cost B00100 Acquisition of financial assets at fair value through profit or loss B02700 Acquisition of property, plant and equipment B02800 Proceeds from disposal of property, plant and equipment B04500 Acquisition of intangible assets B06700 Increase in other non-current assets B07100 Increase in prepayments for business facilities |
2021 15,492 7,747 1,013 ( 153,468 ) ( 2,424 ) 78,923 ( 26,802 ) ( 21,380 ) ( 39 ) 16,674 ( 3,452) 22,274 $ 1,887 ( 11,289 ) ( 27,359) ( 14,487) ( 7,721 ) - ( 5,000 ) ( 61,701 ) 825 ( 2,810 ) ( 657 ) ( 77,740 ) |
2020 |
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| ( 20,050 ) 405 755 ( 95,303 ) ( 4,550 ) 99,838 ( 26,719 ) 23,737 ( 26 ) 329 ( 2,324) 144,260 $ 1,980 ( 11,255 ) ( 31,879) 103,106 - 55,296 - ( 57,391 ) 9 ( 4,051 ) ( 503 ) ( 4,583 ) |
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| Code B07600 Dividends received BBBB Net cash flows from (used in) investing activities Cash flow from financing activities C00100 Increase (decrease) in short-term loans C01600 Proceeds from long-term debt C01700 Repayments of long-term debt C04020 Payments of lease liabilities C04400 Increase in other non-current liabilities C04500 Cash dividends paid C09900 Cash dividends from non-controlling interests paid CCCC Net cash inflow (outflow) from financing activities DDDD Effect of exchange rate changes on cash and cash equivalents EEEE Net increase in cash and cash equivalents E00100 Cash and cash equivalents at beginning of period E00200 Cash and cash equivalents at end of period |
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The accompanying notes are an integral part of the consolidated financial statements. (please refer to the audit report of Deloitte & Touche Taiwan dated March 31, 2022)
Chairman: President: Accounting Manager: Hsiang-Chih Hsiao Hsiang-Chih Hsiao Chi-Wen Gao
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Tex Year Industries Inc. and Subsidiaries
Notes to Consolidated Financial Statements January 1 to December 31, 2021 and 2020
(Amounts in Thousands of New Taiwan Dollars, Unless Specified Otherwise)
1. Company History and Business Scope
Tex Year Industries Inc. (hereinafter referred to as the “Company”) was established on June 28, 1976 with the approval of the Ministry of Economic Affairs. The main business items are the manufacturing and trading of glues, adhesives, hot-melt glues and medical equipment.
The Company’s shares were listed and traded on the Taipei Exchange (OTC) Securities Market of the Republic of China on March 16, 2001, and delisted on the Taipei Exchange (OTC) Securities Market on June 24, 2015 and listed and traded on the Taiwan Stock Exchange on the same day.
The consolidated financial statements are expressed in NT$, the functional currency of the Company.
- Date and Procedure of Adoption of Financial Statements
The consolidated financial statements were approved and issued by the board meeting on March 29, 2022.
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Application of New and Revised Standards and Interpretations
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(1) The International Financial Reporting Standards (IFRS) , International Accounting Standards (IAS), Interpretations (IFRIC) and Interpretations (SIC) (hereinafter referred to as “IFRSs”) recognized and issued by the Financial Supervisory Commission (hereinafter referred to as the “FSC”) are applied for the first time.
The application of the revised IFRSs approved and issued by the FSC will not result in significant changes in the accounting policies of the consolidated company.
- (2) Applicable IFRSs approved by the FSC in 2022
New/amended/revised criteria and Effective date of IASB inter retation release p “Annual Improvement of IFRSs 2018~2020 Cycle” January 1, 2022 (Note 1)
January 1, 2022 (Note 1)
Amendment to IFRS 3 “Update of the Index of Conceptual Framework”
January 1, 2022 (Note 2) January 1, 2022 (Note 3)
Amendments to IAS 16, “Property, Plant and January 1, 2022 (Note 3) Equipment: Proceeds before Intended Use” Amendments to IAS 37, “Onerous Contracts — January 1, 2022 (Note 4) Cost of Fulfilling a Contract”
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Note 1: The amendments to IFRS 9 are applicable to exchanges related to financial liabilities and modifications in terms/conditions incurring during annual reporting periods beginning on or after January 1, 2022. The amendments to IAS 41 “Agriculture” are applicable to fair value measurement incurring during annual reporting periods beginning on or after January 1, 2022. The amendments to IFRS 1 “First-time Adoption of International Financial Reporting Standards (IFRSs)” are applicable retroactively for annual reporting periods beginning on or after January 1, 2022.
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Note 2: The amendments are applicable to business combinations of which the acquisition date falls in annual reporting periods beginning on or after January 1, 2022.
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Note 3: The amendments are applicable to such plant, property and equipment of which the location and condition is capable of operating in a manner required necessarily by the management on or after January 1, 2021.
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Note 4: The amendments are applicable to contracts for which no obligations have been fulfilled until January 1, 2022.
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As of the date of issuance of the consolidated financial report, the
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amendments to other standards and interpretations for the evaluation of the consolidated company will not have a significant impact on the financial position and financial performance.
| have been fulfilled until January 1, 2022. As of the date of issuance of the consolidated financial report, the amendments to other standards and interpretations for the evaluation of the consolidated company will not have a significant impact on the financial position and financial performance. |
have been fulfilled until January 1, 2022. As of the date of issuance of the consolidated financial report, the amendments to other standards and interpretations for the evaluation of the consolidated company will not have a significant impact on the financial position and financial performance. |
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| (3) | IFRSs issued by IASB but not approved and effective by the FSC New/amended/revised criteria and interpretation Effective date of IASB release(note 1) Amendments to IFRS 10 and IAS 28 “Sale or investment of assets between investors and their affiliates or joint ventures” Undetermined IFRS 17 “Insurance contracts” January 01, 2023 Amendments to IFRS 17 January 01, 2023 Amendments to IFRS 17 “First Application of IFRS 17 and IFRS 9 - Comparative Information” January 01, 2023 Amendment to IAS 1 “Classification of liabilities as current or non-current” January 01, 2023 Amendments to IAS 1, “Property, Plant and Equipment: Proceeds before Intended Use” January 1, 2023 (Note 2) Amendments to IAS 8, “Definition of Accounting Estimates” January 1, 2023 (Note 3) Amendments to IAS 12 “Deferred Income Tax Related to Assets and Liabilities Arising from a Single Transaction” January 1, 2023 (Note 4) |
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| Undetermined January 01, 2023 January 01, 2023 January 01, 2023 January 01, 2023 January 1, 2023 (Note 2) January 1, 2023 (Note 3) January 1, 2023 (Note 4) |
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Note 1: Unless otherwise noted, the above-mentioned new/ amended/ revised standards or interpretations shall come into effect during the annual reporting period starting after that date.
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Note 2: The application of this amendment is deferred for annual reporting periods beginning after January 1, 2023.
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Note 3: This amendment applies to changes in accounting estimates and changes in accounting policies that occur in annual reporting periods beginning after January 1, 2023.
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Note 4: Except for the recognition of deferred income tax on temporary differences between lease and decommissioning obligations on January 1, 2022, the amendment applies to transactions that occur after January 1, 2022.
The consolidated company continues to evaluate the impact of other standards and amendments to the interpretation on the financial status and financial performance as of the date of approval and publication of the consolidated financial statements, and the relevant impact shall be disclosed when the evaluation is completed.
4. Summary of Significant Accounting Policies
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(1) Declaration of Compliance The consolidated financial statements have been prepared in accordance
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with the Regulations Governing the Preparation of Financial Reports by Securities Issuers and the IFRSs approved and issued by the FSC.
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(2) Basis of Preparation In addition to financial instruments measured at fair value and net
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defined benefit liabilities recognized at the present value of defined benefit obligations less the fair value of planned assets, the consolidated financial statements are prepared based on historical cost.
Fair value measurement is divided into levels 1 to 3 according to the observability and importance of relevant input values:
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Level 1 input value: refers to the quoted price (unadjusted) of the same assets or liabilities available in the active market on the measurement date.
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Level 2 input value: refers to the directly (i.e. price) or indirectly (i.e. derived from price) observable input value of assets or liabilities other than the quotation of level 1.
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Level 3 input value: refers to the unobservable input value of assets or liabilities.
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(3) Criteria for distinguishing current and non-current assets and liabilities
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Current assets include:
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Assets held primarily for trading purposes.
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Assets expected to be realized within 12 months of the balance sheet date; and
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Cash and cash equivalents (other than those restricted from being exchanged or settled more than 12 months after the balance sheet date).
Current liabilities include:
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Liabilities held primarily for trading purposes.
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Liabilities due for settlement within 12 months of the balance sheet date, and
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Liabilities that cannot be unconditionally deferred until at least 12 months after the balance sheet date.
Current assets or liabilities that are not classified as current assets or liabilities are classified as non-current assets or non-current liabilities.
- (4) Basis of consolidation
The consolidated financial statements include the financial statements of the Company and the entities (subsidiaries) controlled by the Company. In the consolidated statement of comprehensive income, the operating income of the acquired or affiliated subsidiaries since the acquisition date or until the disposal date has been included. The financial statements of the subsidiaries have been adjusted so that their accounting policies are consistent with those of the consolidated company. In the preparation of the consolidated financial statements, all transactions, account balances, gains and expense losses among the entities have been eliminated. The total comprehensive income of the subsidiaries is attributable to the owners and is the non-controlling interest of the Company, even if the non-controlling interest becomes a loss.
Where the change of ownership rights of the subsidiaries of the consolidated company does not result in a loss of control, it shall be treated as an equity transaction. The book amounts of the consolidated company and non-controlling interests have been adjusted to reflect the change in the relative interests in subsidiaries. The difference between the adjusted amount of non-controlling interests and the fair value of the consideration paid or received is directly recognized as equity and belongs to the owners of the Company.
For details of subsidiaries, shareholding ratio and business items, please refer to note 12, Table 6 and Table 7.
- (5) Foreign currency
When preparing the financial statements, each individual is recorded in a currency other than the individual’s functional currency (foreign currency)
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and is translated into the functional currency based on the exchange rate on the transaction date.
Monetary items denominated in foreign currencies are translated at the closing rate at each balance sheet date. Exchange differences arising from the settlement of monetary items or the translation of monetary items are recognized in profit or loss in the period in which they occur.
Non-monetary items denominated in foreign currencies that are measured at fair value are translated at the exchange rates prevailing on the date when the fair value was determined, and the resulting exchange differences are recognized in profit or loss for the current period, except for those arising from changes in fair value recognized in other comprehensive income.
Non-monetary items denominated in foreign currencies that are measured at historical cost are translated at the exchange rates prevailing on the dates of transactions and are not retranslated.
For the purpose of preparing consolidated financial statements, the assets and liabilities of the Company and its foreign operations (including subsidiaries or joint ventures that operate in countries or currencies different from those of the Company) are translated into New Taiwan dollars at the exchange rates prevailing on each balance sheet date. Income and expense items are translated at average exchange rates for the period, with the resulting exchange differences recorded in other comprehensive income and attributed to the Company’s owners and noncontrolling interests, respectively.
If the Consolidated Company disposes of all the interests in a foreign operating entity, or disposes of part of the interests in a subsidiary of a foreign operating entity but loses control, or disposes of a retained interest in a foreign operating entity that is a financial asset and is accounted for under the accounting policy for financial instruments, all cumulative translation differences attributable to the Company’s owners and related to that foreign operating entity are reclassified to profit or loss.
If the partial disposal of a foreign operating subsidiary does not result in a loss of control, the cumulative translation difference is reattributed to the non-controlling interest of the subsidiary on a pro rata basis and is not recognized in profit or loss. In the case of any other partial disposal of foreign operations, the accumulated exchange differences are reclassified to profit or loss in proportion to the disposal.
(6) Inventory
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Inventory includes raw materials, supplies, finished goods and work-in-process. Inventories are measured at the lower of cost or net realizable value. Comparisons between cost and net realizable value are made on an item-by-item basis, except for inventories of the same type. The net realizable value is the estimated selling price under normal circumstances less the estimated costs still to be invested to completion and the estimated costs required to complete the sale. The cost of inventories is calculated using the weighted-average method.
(7) Joint ventures
A joint venture is a joint agreement between the Consolidated Company and another company with joint control and rights to the net assets.
The Consolidated Company applies the equity method to investment joint ventures.
Under the equity method, investments in joint ventures are initially recognized at cost, and the carrying amount is increased or decreased as the consolidated company’s share of the joint ventures and other comprehensive income or loss and profit is distributed. In addition, the change in the joint venture is recognized in proportion to the shareholding.
The excess of the acquisition cost over the consolidated company’s share of the net fair value of the identifiable assets and liabilities is recorded as goodwill, which is included in the carrying amount of the investment and is not amortized; the excess of the consolidated company’s share of the net fair value of the identifiable assets and liabilities over the acquisition cost is recorded as profit or loss for the period.
The excess of the acquisition cost over the Consolidated Company’s share of the net fair value of the identifiable assets and liabilities is recorded as goodwill, which is included in the carrying amount of the investment and is not amortized; the excess of the Consolidated Company’s share of the net fair value of the identifiable assets and liabilities over the acquisition cost is recorded as profit or loss for the period.
If the Consolidated Company does not subscribe for new shares in proportion to its shareholding in a joint venture, resulting in a change in its shareholding and a resulting increase or decrease in the net equity of the investment, the increase or decrease is adjusted to capital surplus - change in net equity of the joint venture recognized under the equity method and the investment accounted for under the equity method. However, if the ownership interest in a joint venture is reduced as a result of not subscribing or acquiring shares in proportion to the ownership interest, the amount recognized in other comprehensive income or loss related to the joint venture
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is reclassified in proportion to the reduction, and the accounting treatment is based on the same basis as that required for a direct disposal of the related assets or liabilities. The difference is debited to retained earnings.
The recognition of further losses ceases when the consolidated company’s share of losses in a joint venture equals or exceeds its interest in the joint venture (including the carrying amount of the investment in the joint venture under the equity method and other long-term interests that are in substance a component of the consolidated company’s net investment in the joint venture). The Consolidated Company recognizes additional losses and liabilities only to the extent that legal obligations, constructive obligations or payments made on behalf of the Consolidated Company are incurred.
In assessing impairment, the consolidated company treats the entire carrying amount of an investment (including goodwill) as a single asset for the purpose of impairment testing by comparing the recoverable amount with the carrying amount. Impairment losses recognized are not allocated to any assets that form part of the carrying amount of the investment, including goodwill. Any reversal of the impairment loss is recognized to the extent of the subsequent increase in the recoverable amount of the investment.
When the consolidated company ceases to adopt the equity method from the date its investment ceases to be a joint venture, its retained interest in the original joint venture is measured at fair value, and the difference between such fair value and the disposal price and the carrying amount of the investment on the date it ceases to adopt the equity method is recognized in profit or loss for the current period. In addition, all amounts recognized in other comprehensive income or loss related to the joint venture are accounted for on the same basis as would be required if the joint venture were directly disposed of as a related asset or liability. If an investment in a joint venture becomes an investment in an affiliate, the Consolidated Company continues to use the equity method without remeasuring the retained interest.
Gains or losses resulting from counter-current, downstream and side-stream transactions between the Consolidated Company and the Consolidated Company and the joint venture are recognized in the consolidated financial statements only to the extent that they are not related to the Consolidated Company’s interest in the joint venture.
(8) Property, plant and equipment
Property, plant and equipment are recognized at cost and subsequently measured at cost less accumulated depreciation and accumulated
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impairment losses.
Property, plant and equipment under construction are recognized at cost less accumulated impairment losses. Costs include fees for professional services and borrowing costs that qualify for capitalization. Upon completion and attainment of their intended use, these assets are classified into the appropriate categories of property, plant and equipment and depreciation is commenced.
Except for self-owned land, which is not depreciated, other property, plant and equipment are depreciated separately over their useful lives on a straight-line basis for each significant component. The Consolidated Company reviews the estimated useful lives, residual values and depreciation methods at least at the end of each year and defers the effect of changes in applicable accounting estimates.
When property, plant and equipment are derecognized, the difference between the net disposal price and the carrying amount of the assets is recognized in profit or loss.
(9) Intangible assets
- Single acquisition
Individually acquired intangible assets with finite useful lives are initially measured at cost and subsequently measured at cost less accumulated amortization and accumulated impairment losses. Intangible assets are amortized on a straight-line basis over their useful lives. The Consolidated Company reviews the estimated useful lives, residual values and amortization methods at least at each year-end and defers the effect of changes in applicable accounting estimates.
- Derecognition
When property, plant and equipment are derecognized, the difference between the net disposal price and the carrying amount of the assets is recognized in profit or loss.
- (10) Impairment loss of property, plant and equipment, right-of-use assets and intangible assets
The consolidated company assesses at each balance sheet date whether there is any indication that property, plant and equipment, right-of-use assets and intangible assets may have been impaired. If any indication of impairment exists, the recoverable amount of the asset is estimated. If the recoverable amount of an individual asset cannot be estimated, the Consolidated Company estimates the recoverable amount of the cash-generating unit to which the asset belongs.
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The recoverable amount is the higher of fair value less costs to sell and value in use. If the recoverable amount of an asset or cash-generating unit is less than its carrying amount, the carrying amount of the asset or cash-generating unit is reduced to its recoverable amount, and the impairment loss is recognized in profit or loss.
When an impairment loss is subsequently reversed, the carrying amount of the asset or cash-generating unit is increased to the revised recoverable amount, provided that the increased carrying amount does not exceed the carrying amount (net of amortization or depreciation) that would have been determined if the impairment loss had not been recognized in prior years for that asset or cash-generating unit. Reversal of impairment loss is recognized in profit or loss.
(11)
Financial Instruments
Financial assets and financial liabilities are recognized in the consolidated balance sheet when the Consolidated Company becomes a party to the contractual provisions of the instrument.
When financial assets and financial liabilities are recognized at fair value through profit or loss, they are measured at fair value plus transaction costs directly attributable to the acquisition or issuance of the financial assets or financial liabilities. Transaction costs directly attributable to the acquisition or issuance of financial assets or financial liabilities at fair value through profit or loss are recognized immediately in profit or loss.
- Financial assets
Regular transactions of financial assets are recognized and derecognized using trade date accounting.
- (1) Type of measurements
The types of financial assets held by the Consolidated Company are financial assets at fair value through profit or loss, financial assets at amortized cost, and investments in equity instruments at fair value through other comprehensive income.
A. Financial assets measure at fair value through income statement
Financial assets at fair value through profit or loss are mandatory financial assets measured at fair value through profit or loss. Financial assets that are mandatorily measured at fair value through profit or loss include investments in equity instruments not designated by the Consolidated Company as measured at fair value through other comprehensive income or loss, and derivatives and fund beneficiary certificates that do
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not qualify for classification as measured at amortized cost or at fair value through other comprehensive income or loss.
Financial assets carried at fair value through profit or loss are measured at fair value. Dividends and interest arising from their remeasurement are recognized in other income and interest income, respectively, and gains or losses arising from their remeasurement are recognized in other gains or losses. For the determination of fair value, please refer to Note 31.
- B. Financial assets measured at cost after amortization
The Consolidated Company’s investment financial assets are classified as financial assets carried at amortized cost if both of the following two conditions are met.
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a. is held under an operating model in which financial assets are held for the purpose of receiving contractual cash flows; and
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b. The terms of the contract generate cash flows on specific dates that are solely for the payment of principal and interest on the outstanding principal amount.
Financial assets carried at amortized cost (including cash and cash equivalents, notes receivable, accounts receivable and other receivables carried at amortized cost) are measured at amortized cost using the effective interest method to determine the total carrying amount less any impairment loss after initial recognition, with any foreign currency exchange gain or loss recognized in profit or loss.
Interest income is calculated by multiplying the effective interest rate by the total carrying amount of the financial assets, except for the following two cases:
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a. Interest income on credit-impaired financial assets acquired or created is calculated by multiplying the credit-adjusted effective interest rate by the amortized cost of the financial assets.
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b. For financial assets that are not acquired or impaired but subsequently become impaired, interest income should be computed by multiplying the effective interest rate by the amortized cost of the financial assets from the next reporting period after the impairment is applied.
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Credit-impaired financial assets are those for which the
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issuer or the debtor has experienced significant financial
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difficulties, defaulted, or where it is probable that the debtor will declare bankruptcy or other financial reorganization, or where an active market for the financial assets has disappeared due to financial difficulties.
Cash equivalents include time deposits that are highly liquid, readily convertible into fixed deposits with minimal risk of changes in value within 3 months from the date of acquisition and are used to meet short-term cash commitments.
C. Investments in equity instruments measured at fair value through other comprehensive income
At initial recognition, the Consolidated Company has an irrevocable option to designate investments in equity instruments that are not held for trading and for which contingent consideration is recognized by the acquirer of the non-business combination to be measured at fair value through other comprehensive income. Investments in equity instruments measured at fair value through other comprehensive income are measured at fair value, with subsequent changes in fair value reported in other comprehensive income and accumulated in other equity. Upon disposal of investments, the accumulated gains and losses are transferred directly to retained earnings and are not reclassified to profit or loss.
Dividends from investments in equity instruments measured at fair value through other comprehensive income or loss are recognized in profit or loss when the rights to receive payments from the Consolidated Company are established, unless the dividends clearly represent a partial recovery of the cost of the investment.
(2) Impairment on financial assets
The Consolidated Company assesses impairment losses on financial assets (including accounts receivable) measured at amortized cost based on expected credit losses at each balance sheet date.
Accounts receivable are recognized as an allowance for loss based on the expected credit loss over the period of survival. Other financial assets are first evaluated to determine whether there is a significant increase in credit risk since initial recognition. If there is no significant increase, an allowance for
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loss is recognized based on the expected credit loss over 12 months, and if there is a significant increase, an allowance for loss is recognized based on the expected credit loss over the remaining period.
Expected credit loss is a weighted average credit loss weighted by the risk of default. The 12-month expected credit loss represents the expected credit loss arising from possible defaults within 12 months after the reporting date of the financial instrument, and the ongoing expected credit loss represents the expected credit loss arising from all possible defaults during the expected life of the financial instrument.
For internal credit risk management purposes, the Consolidated Company determines, without regard to the collateral held, that a default on a financial asset has occurred in the following circumstances.
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A. There is internal or external information that indicates that the debtor is unlikely to be able to pay its debts.
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B. If more than 60 days past due, unless there is reasonable and supportable information indicating that the basis for delayed default is more appropriate.
All impairment losses on financial assets are reversed by reducing the carrying amount through an allowance account.
- (3) Derecognition on financial assets
The Consolidated Company derecognizes financial assets only when the contractual rights to the cash flows from the financial assets lapse or when the financial assets have been transferred and substantially all the risks and rewards of ownership of the assets have been transferred to other enterprises.
The difference between the carrying amount of the financial asset and the consideration received is recognized in profit or loss when the financial asset is derecognized as a whole at amortized cost. When investments in equity instruments measured at fair value through other comprehensive income are derecognized as a whole, the cumulative gain or loss is transferred directly to retained earnings and is not reclassified to profit or loss.
2. Equity instrument
Debt and equity instruments issued by the Consolidated Company are classified as financial liabilities or equity based on the substance of
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the contractual agreements and the definitions of financial liabilities and equity instruments.
Equity instruments issued by the Consolidated Company are recognized at the acquisition price less direct issue costs.
The recapture of the Company’s own equity instruments is recognized and deducted under equity. The purchase, sale, issuance or cancellation of the Company’s own equity instruments is not recognized in profit or loss.
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Financial liabilities
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(1) Subsequent measurements
All financial liabilities are measured at amortized cost using the effective interest method, except for the following
Financial liabilities measured at fair value through profit and loss Financial liabilities measured at fair value through profit and loss are held for trading.
Financial liabilities held for trading are measured at fair value, and gains or losses arising from their remeasurement are recognized in other gains and losses.
For the determination of fair value, please refer to Note 31.
- (2) Derecognition on financial assets
When a financial liability is derecognized, the difference between the carrying amount and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.
- Convertible corporate bonds
The convertible bonds issued by the Consolidated Company are classified as financial liabilities and equity in accordance with the substance of the contractual agreements and the definitions of financial liabilities and equity instruments, respectively, at the time of initial recognition.
On initial recognition, the fair value of the liability component is estimated using the prevailing market interest rate for a similar non-convertible instrument and is measured at amortized cost using the effective interest method until the date of conversion or maturity. The components of liabilities that are embedded in non-equity derivatives are measured at fair value.
The conversion right classified as equity is equal to the remaining amount of the fair value of the compound instrument as a whole less the fair value of the separately determined liability component, which is
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recognized in equity net of the income tax effect and is not subsequently measured. When the conversion right is exercised, the related liability component and the amount in equity will be transferred to equity and capital surplus - issue premium. If the conversion rights of convertible bonds are not exercised on the maturity date, the amount recognized in equity will be transferred to capital surplus - issue premium.
Transaction costs related to the issuance of convertible bonds are allocated to the liability (included in the carrying amount of the liability) and the equity component (included in equity) of the instrument in proportion to the total apportioned price. 5. Derivatives
The derivative instruments entered into by the Consolidated Company include convertible bond sale/redemption rights, forward foreign exchange contracts, interest rate caps and interest rate swap contracts to manage the Consolidated Company’s interest rate and exchange rate risks.
Derivatives are initially recognized at fair value upon entering into derivative contracts and subsequently remeasured at fair value at the balance sheet date, with gains or losses arising from subsequent measurements recognized directly in profit or loss. When the fair value of a derivative is positive, it is classified as a financial asset; when the fair value is negative, it is classified as a financial liability.
Derivatives that are embedded in asset master contracts within the scope of IFRS 9, “Financial Instruments”, are used as a whole to determine the classification of financial assets. A derivative is considered to be a separate derivative if it is embedded in a master contract of an asset that is not within the scope of IFRS 9 (e.g., embedded in a master contract of a financial liability) and the embedded derivative meets the definition of a derivative, the risks and characteristics of which are not closely related to those of the master contract and the hybrid contract is not measured at fair value through profit or loss.
(12) Provision for liabilities
The amount recognized as provision for liabilities is the best estimate of the expense required to settle the obligation at the balance sheet date, taking into account the risk and uncertainty of the obligation. The provision for liabilities is measured as the discounted value of estimated cash flows to settle the obligation.
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The warranty obligation to conform to the agreed-upon specifications is based on management’s best estimate of the expenses required to settle the Consolidated Company’s obligations and is recognized as revenue from the related merchandise.
(13) Income recognition
The Consolidated Company allocates the transaction price to each performance obligation after the performance obligation is identified in the customer contract and recognizes revenue when each performance obligation is satisfied.
Revenue from merchandise sales is mainly derived from sales of hot melt adhesive products. The Company recognizes revenue and accounts receivable at the time of delivery of hot melt adhesive products to the customer’s designated location/shipment, when the customer has the right to set the price and use the products and has the primary responsibility for re-selling the products and bears the risk of obsolescence.
(14)
Therefore, no revenue is recognized when the product is removed. Lease
The Consolidated Company assesses whether a contract is (or contains) a lease at the contract inception date.
Consolidated company as lessor
Right-of-use assets and lease liabilities are recognized at the lease commencement date for all leases, except for leases of low-value underlying assets to which the recognition exemption applies and short-term leases, where lease payments are recognized as expenses on a straight-line basis over the lease term.
The right-of-use asset is measured initially at cost (consisting of the original measurement amount of the lease liability, lease payments made prior to the commencement date of the lease less lease incentives received, original direct cost and estimated cost of restoration of the subject asset) and subsequently measured at cost less accumulated depreciation and accumulated impairment losses, and the remeasurement of the lease liability is adjusted. Right-of-use assets are presented separately in the consolidated balance sheet.
Right-of-use assets are depreciated on a straight-line basis from the commencement date of the lease to the earlier of the end of the useful life or the end of the lease term.
Lease liabilities are measured initially at the present value of lease payments (primarily fixed payments). Lease payments are discounted using
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the interest rate implied by the lease if it is readily recognizable. If the rate is not readily identifiable, the lessee’s incremental borrowing rate is used.
- (15)
Subsequently,the lease liabilities are measured at amortized cost basis using the effective interest method and interest expense is allocated over the lease term. If there is a change in future lease payments due to changes in the lease period or rates, the Consolidated Company remeasures the lease liability and adjusts the right-of-use asset accordingly. However, if the carrying amount of the right-of-use asset is reduced to zero, the remaining remeasurement amount is recognized in profit or loss. Lease liabilities are presented separately in the consolidated balance sheet. Borrowing Cost
Borrowing costs directly attributable to the acquisition, construction or production of an asset that meets the criteria are included as part of the cost of the asset until substantially all of the activities necessary to bring the asset to its intended use or sale condition have been completed.
Except for the above, all other borrowing costs are recognized in profit or loss in the period in which they are incurred. (16) Government subsidy
Government grants are recognized only when there is reasonable assurance that the Consolidated Company will comply with the conditions attached to the government grant and that the grant will be received.
Government grants related to revenues are recognized as a reduction of related costs/other income on a systematic basis in the period in which the related costs for which they are intended to be reimbursed are recognized as expenses by the Consolidated Company. Government grants conditioned on the acquisition, construction or other acquisition of noncurrent assets by the Consolidated Company are recognized as deferred revenue and are transferred to profit or loss on a reasonable and systematic basis over the useful lives of the related assets.
Government grants are recognized in profit or loss in the period in which they become receivable if they are intended to compensate for expenses or losses already incurred or to provide immediate financial support to the Company and have no future related costs.
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(17) Employee benefits
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Short-term employee benefits
Short-term employee benefit-related liabilities are measured at the non-discounted amount expected to be paid in exchange for employee services.
- Post-employment benefits
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The defined contribution pension plan is an expense that recognizes the amount of pension benefits to be contributed during the employees’ service period.
The defined benefit cost (including service cost, net interest and remeasurement) of the defined benefit pension plan is actuarially determined using the projected unit benefit method. Service cost and net interest on net defined benefit liabilities (assets) are recognized as employee benefit expense as incurred. Remeasurements (including actuarial gains and losses and return on plan assets, net of interest) are recognized in other comprehensive income as incurred and included in retained earnings, and are not reclassified to profit or loss in subsequent periods.
The net defined benefit obligation represents the deficit in the defined benefit pension plan.
- (18) Income Tax
Income tax expense is the sum of current income tax and deferred income tax changes.
- Income tax of the current period
The consolidated company determines the current income (loss) in accordance with the regulations of each income tax filing jurisdiction and calculates the income tax payable (recoverable) accordingly.
Income tax on undistributed earnings calculated in accordance with the ROC Income Tax Act is recognized in the year when the shareholders resolve to retain the earnings.
Adjustments to prior years’ income tax payable are included in the current period’s income tax.
- Deferred income tax
Deferred income tax is computed on temporary differences between the carrying amounts of assets and liabilities and the tax basis of taxable income.
Deferred income tax liabilities are generally recognized for all taxable temporary differences, and deferred income tax assets are recognized to the extent that it is probable that taxable profit will be available against which income tax credits can be utilized for temporary differences.
Deferred income tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and joint agreements, except where the Consolidated Company can control the timing of the reversal of the temporary difference and it is probable
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that the temporary difference will not reverse in the foreseeable future. Deferred income tax assets are recognized for deductible temporary differences associated with such investments only to the extent that it is probable that sufficient taxable income will be available to allow the temporary differences to be realized and to the extent that a reversal is expected in the foreseeable future.
The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient tax assets will be available to allow recovery of all or part of the asset. Deferred income tax assets that have not been recognized are reviewed at each balance sheet date and the carrying amount is increased to the extent that it is probable that future taxable income will be available to recover all or part of the asset.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the liability is settled or the asset is realized, which are based on tax rates and tax laws that have been legislated or substantively legislated at the balance sheet date. The measurement of deferred income tax liabilities and assets reflects the tax consequences of the manner in which the Consolidated Company expects to recover or settle the carrying amounts of its assets and liabilities at the balance sheet date.
- Income tax of the current period and deferred income tax
Current and deferred income taxes are recognized in profit or loss, except for current and deferred income taxes related to items recognized in other comprehensive income or directly in equity, which are recognized in other comprehensive income or directly in equity, respectively.
- Main Sources of Uncertainty in Significant Accounting Judgments, Estimates and Assumptions
In adopting accounting policies, the Consolidated Company’s management is required to make judgments, estimates and assumptions that are based on historical experience and other relevant factors when relevant information is not readily available from other sources. Actual results may differ from estimates.
The consolidated company takes the recent development of COVID-19 in the country and the possible impact on the economic environment into the consideration of major accounting estimates such as cash flow estimates, growth rates, discount rates, profitability, etc. Management will review estimates and underlying assumptions on an ongoing basis. If a revision of an
34
estimate affects only the current period, it is recognized in the period in which it is revised. If a revision of an accounting estimate affects both the current and future periods, it is recognized in the period in which it is revised and in the future period.
Main Sources of Uncertainty in Estimates and Assumptions
- (1) Estimated impairment loss on accounts receivable
The estimated impairment loss on accounts receivable is based on the Consolidated Company’s assumptions about default rates and expected loss rates. The Consolidated Company considers historical experience, current market conditions and forward-looking information to make assumptions and select the input value for the impairment assessment. Please refer to Note 10 for the significant assumptions and inputs used. If actual future cash flows fall short of expectations, a material impairment loss could be incurred.
- (2) Impairment of inventories
The net realizable value of inventories is the estimated selling price in the ordinary course of business less estimated costs to complete and estimated costs to complete the sale, which are based on current market conditions and historical sales experience of similar products.
- Cash and cash equivalents
| Cash and cash equivalents | |||
|---|---|---|---|
| Cash on hand and working capital Bank checks and demand deposits Cash equivalents Bank term deposits with original maturity in 3 months |
December 31, 2021 $ 1,361 425,266 12,145 $ 438,772 |
December 31, 2020 |
|
| $ 1,783 414,282 4,316 $ 420,381 |
The interest rate ranges of demand deposits and time deposits on the balance sheet date are as follows:
| Demand deposits Time deposit |
December 31, 2021 0.001% ~1.265%1.958% ~2.9% |
December 31, 2020 |
|---|---|---|
0.01%~0.6%1.35% |
35
7. Financial instruments measure at fair value through income statement
| December | 31, | December | December | 31, | ||
|---|---|---|---|---|---|---|
| 2021 | 2020 | |||||
| Financial assets-current | ||||||
| Mandatory adoption of fair value | ||||||
| through profit or loss | ||||||
| measured at | ||||||
| Non-derivative financial | ||||||
| assets | ||||||
| - Wealth management | ||||||
| products (1) | $ 58,840 | $ | 59,518 | |||
| Derivatives (not for specified | ||||||
| hedging) | ||||||
| - Put/call options of | ||||||
| convertible corporate | ||||||
| bonds (note 19) | 180 |
560 | ||||
| $ 59,020 | $ | 60,078 | ||||
| December | 31, | December | 31, | |||
| 2021 | 2020 | |||||
| Financial liabilities–non-current | ||||||
| Mandatory adoption of fair value | ||||||
| through profit or loss | ||||||
| measured at | ||||||
| Non-derivative financial | ||||||
| assets | ||||||
| - Limited partnership | ||||||
| funds | $ 7,237 | $ | - | |||
| Financial liabilities-current | ||||||
| Held for trading | ||||||
| Derivatives (not for specified | ||||||
| hedging) | ||||||
| - Foreign exchange | ||||||
| forward contracts (2) | $ | - | $ | 4,102 | ||
| (1) | Wealth management products are investment | products undertaken | by | |||
| subsidiaries and banks. The details on the balance | sheet date are as | follows: | ||||
| December 31, | December 31, | |||||
| 2021 | 2020 | |||||
| Expected annual rate of | ||||||
| return | 2.20%~3.68% | 2.6%~2.97% |
36
- (2) On the balance sheet date, the currency and interest swap contracts not covered by hedge accounting and not yet due are as follows ( December 31, 2021: none):
December 31, 2020 Contract amount Range of interest Range of interest (NT$1,000) Due date rate paid rate received EUR1,481/PLN6,293 2021.1.10~2023.8. 3.45% WIBOR3M+3% 9
- Financial assets measured at fair value through other comprehensive income Equity investments – non-current
The consolidated company invests in the common shares of Acute Touch Technology Co., Ltd. for medium and long-term strategic purposes, and expects to make profits through long-term investment. In the opinion of the management of the consolidated company, if the short-term fair value fluctuation of such investment is included in the income, it is not consistent with the aforesaid long-term investment plan, so they chose to designate such investment as measured at fair value through other comprehensive income.
Considering the operation and net equity value of Acute Touch Technology Co., Ltd, the consolidated company may have a significant impairment in the recoverable amount of its relevant investment. After evaluation, the impairment loss of NT$3,586 thousand was recognized for 2020, and the book values as of December 31, 2021 and 2020 were zero, respectively.
- Financial assets measured at cost after amortization
| Non-current Restricted bank deposits |
December 31, 2021 $ 7,797 |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|
| $ 76 |
The restricted bank deposits were foreign exchange deposits of the Company under the Management, Utilization, and Taxation of Repatriated Offshore Funds Act.
37
- Notes receivable, accounts receivable and other receivables (including those of
| related parties) Notes receivable Measured at cost after amortization Total book value Accounts receivable Measured at cost after amortization Total book value Less: provision for loss Accounts receivable-related parties Measured at cost after amortization Total book value Other receivable Tax refund receivable Others Less: provision for loss Other receivables - related party |
December 31, 2021 $ 26,625 $ 667,690 ( 24,432) $ 643,258 $ 21,676 $ 8,584 5,926 ( 151) $ 14,359 $ 411 |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|
( ( |
( |
$ 24,148 $ 620,953 22,959) $ 597,994 $ 37,681 $ 10,852 11,425 - $ 22,277 $ 1,433 |
(1) Accounts receivable
The average credit period of the consolidated company for commodity sales is 60 days, and the accounts receivable are not subject to interest.
In order to reduce credit risk, the management of the consolidated company has assigned a special team to be responsible for the decision of credit facilities, credit approval and other monitoring procedures to ensure that appropriate actions have been taken for the recovery of overdue receivables. In addition, the consolidated company will review the recoverable amounts of the receivables one by one on the balance sheet date to ensure that appropriate impairment loss has been provided for the receivables that cannot be recovered. Therefore, the management of the consolidated company thinks that the credit risk of the consolidated company has been significantly reduced.
38
The consolidated company shall recognize the provision for loss of accounts receivable according to the expected credit loss during the period of existence. The expected credit loss during the existence period is calculated by the preparation matrix, which considers the past default records of customers and their current financial situation, the industrial economic situation, as well as the GDP forecast and industrial outlook. As the historical experience of credit loss of the consolidated company shows that there is no significant difference in the loss pattern of different customer groups, the preparation matrix does not further distinguish customer groups, and only uses the overdue days of accounts receivable to determine the expected credit loss rate.
If there is evidence that the counterparty is facing serious financial difficulties and the consolidated company cannot reasonably expect the recoverable amount, for example, if the transaction counterparty is in liquidation, the consolidated company will directly write off the relevant receivables, but will continue the recourse activities, and the amount recovered due to recourse will be recognized as income.
The consolidated company measures the provision for loss of accounts receivable (including those of related parties) according to the preparation matrix as follows:
December 31, 2021
| Not overdue Expected credit loss rate 0% Total book value $ 606,666 Provision for loss (expected credit loss during the period of existence) - Cost after amortization $ 606,666 December 31, 2020 Not overdue Expected credit loss rate 0% Total book value $ 600,991 Provision for loss (expected credit loss during the period of existence) - Cost after amortization $ 600,991 |
Not overdue |
1~60 days overdue |
61~120 days overdue |
121~150 days overdue |
151~180 days overdue |
181~365 days overdue |
More than 366 days overdue |
Total | ||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
( |
0%~10%$ 51,797 1,461) $ 50,336 1~60 days overdue |
( |
5%~30%$ 8,150 2,248) $ 5,902 61~120 days overdue |
20%~40%$ 2,261 ( 658) $ 1,603 121~150 days overdue |
50%~100%$ 1,059 ( 632) $ 427 151~180 days overdue |
( |
100% $ 3,444 3,444) $ - 181~365 days overdue |
( |
100% $ 15,989 15,989) $ - More than 366 days overdue |
( |
$ 689,366 24,432) $ 664,934 Total |
|||
| Expected credit loss rate Total book value Provision for loss (expected credit loss during the period of existence) Cost after amortization |
||||||||||||||
| 0% $ 600,991 - $ 600,991 |
( |
0%~10% $ 31,650 490) $ 31,160 |
( |
5%~30% $ 2,414 637) $ 1,777 |
20%~40% $ 2,283 ( 543) $ 1,740 |
50%~100% $ 111 ( 104) $ 7 |
( |
100% $ 3,633 3,633) $ - |
( |
100% $ 17,552 17,552) $ - |
( |
$ 658,634 22,959) $ 635,675 |
Information on changes in provision for losses of accounts receivable (including those of related parties) is as follows:
39
| Beginning balance Add: impairment loss in the current period Less: Allowance for bad debts reclassified as collections Less: actual write off in current period Foreign currency translation difference Ending balance |
2021 $ 22,959 1,921 ( 427 ) ( 42 ) 21 $ 24,432 |
2020 |
|---|---|---|
| $ 16,126 8,031 - ( 749 ) ( 449) $ 22,959 |
Compared with the balance at the beginning of the year, the total book values of accounts receivable as of December 31, 2021 and 2020 increased by NT$30,732 thousand and NT$79,648 thousand respectively, and the allowance for losses increased by NT$1,473 thousand and NT$6,833 thousand respectively.
- (2) Collection
The information about the change of provision for collection loss is as follows:
| follows: | ||||
|---|---|---|---|---|
| Beginning balance Add: Allowance for loss from reclassification of accounts receivable Foreign currency translation difference Ending balance |
2021 $ 2,900 427 91) $ 3,236 |
2020 | ||
( |
( |
$ 3,381 - 481) $ 2,900 |
The collection amount is included in other assets and the provision for impairment losses has been made in full.
(3) Other receivables
Information about the change of provision for losses of other receivables (including those of related parties) is as follows:
| Beginning balance Add: impairment loss in the current period Less: impairment loss of reversals in the current period Foreign currency translation difference Ending balance |
2021 $ - 151 - - $ 151 |
2020 | |
|---|---|---|---|
| $ 49 - ( 48 ) ( 1) $ - |
40
11. Inventory
| Inventory | |||
|---|---|---|---|
| Finished products Semi-finished products Raw materials Merchandise inventory |
December 31, 2021 $ 276,142 26,170 301,224 89,407 $ 692,943 |
December 31, 2020 |
|
| $ 210,963 26,367 248,374 56,201 $ 541,905 |
The cost of goods sold related to inventory in 2021 and 2020 were NT$2,904,273 thousand and NT$2,457,267 thousand respectively. The cost of goods sold includes inventory falling price and dead stock loss of NT$2,596 thousand and NT$7,386 thousand respectively.
Please refer to note 33 for the inventory amount of the consolidated company’s pledge for loans.
12. Subsidiaries
- (1) Subsidiaries included in the consolidated financial statements
The consolidated financial statements are prepared by:
| Name of investment company The Company The Company The Company The Company Tex Year International (SAMOA) Corp. Tex Year (Hong Kong) Ltd. Tex Year Technology (Samoa) Corp. Tex Year Technology (Samoa) Corp. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. |
Name of subsidiary Tex Year International (SAMOA) Corp. Tex Year (Hong Kong) Ltd. Tex Year Vietnam Co., Ltd. Tex Year Europe Sp. z o. o. Tex Year Technology (Samoa) Corp. Tex Year Technology (Samoa) Corp. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Jiangsu C&M Filtration Solutions Ltd. Huzhou Yachuang Tech Ltd. |
Nature of business Holding company Sales of hot melt adhesive, adhesive and various appliances Manufacturing and trading of hot melt adhesives and water adhesives R&D, production and sales of hot melt adhesives Holding company Holding company R&D, production and sales of hot melt adhesives R&D, production and sales of hot melt adhesives Sales of chemical products and adhesives R&D and sales of environmental protection filter materials Environmental protection filter material research and development and manufacturing Environmental protection filter material research and development and sales, and rental of self-owned houses |
Percentage of equityheld December 31,2021 December 31,2020 100% 100% 100% 100% 80% 80% 80% 80% 96.08% 96.08% 3.92% 3.92% 100% 100% 100% 100% 100% 100% 50.10% 50.10% 100% 100% 100% - |
Explanation |
|---|---|---|---|---|
| December 31,2021 100% 100% 80% 80% 96.08% 3.92% 100% 100% 100% 50.10% 100% 100% |
||||
| - - - - - - - - - - - Note: |
Note: In order to comply with the future operation layout plan, the consolidated company invested in and established Huzhou Yachuang Tech Ltd. in December 2021.
41
(2) Information of subsidiaries with significant non-controlling interests
| Name of subsidiary Tex Year Vietnam Co., Ltd. Tex Year Europe Sp. z o. o. Shanghai Chuangzhi Environmental Tech Co., Ltd. |
Main business premises Pingyang Province, Vietnam Poland Shanghai |
Proportion of equity and voting rights held by non-controllinginterests |
Proportion of equity and voting rights held by non-controllinginterests |
|---|---|---|---|
| December 31,2021 20% 20% 49.9% |
December 31,2020 |
||
20% 20% 49.9% |
| Profit (loss) distributed to | Profit (loss) distributed to | Profit (loss) distributed to | ||||||
|---|---|---|---|---|---|---|---|---|
| non-controllinginterests | Non-controllinginterests | |||||||
| December 31, December 31, |
||||||||
| Name of subsidiary | 2021 | 2020 | 2021 | 2020 | ||||
| Tex Year Vietnam Co., Ltd. | $ | 707 |
$ 2,304 | $ |
17,620 $ |
17,462 | ||
| Tex Year Europe Sp. z o. o. | 1,715 | 1,855 | 32,459 | 34,379 | ||||
| Shanghai Chuangzhi | ||||||||
| Environmental Tech Co., | ||||||||
| Ltd. |
4,747 | 27,912 |
92,419 |
86,720 | ||||
| Total |
$ | 7,169 |
$ 32,071 | $ |
142,498 $ |
138,561 | ||
| The aggregate financial information of the | following subsidiaries is | |||||||
| based on the amounts before inter-company transaction cancellation: | ||||||||
| Tex Year Vietnam Co., Ltd. | ||||||||
| December 31, | December 31, | |||||||
| 2021 | 2020 | |||||||
| Current asset | $ 103,014 | $ 116,701 | ||||||
| Non-current assets | 11,096 | 14,373 | ||||||
| Current liabilities | ( | 26,009) | ( | 43,765) | ||||
| Equity | $ 88,101 | $ 87,309 | ||||||
| Equity attributable to: | ||||||||
| Owners of the | ||||||||
| Company | $ 70,481 | $ 69,847 | ||||||
| Non-controlling | ||||||||
| interests | 17,620 | 17,462 | ||||||
| $ 88,101 | $ 87,309 | |||||||
| 2021 | 2020 | |||||||
| Net profit of the current | ||||||||
| period | $ 3,536 | $ 11,522 | ||||||
| Net profit attributable to: | ||||||||
| Owners of the | ||||||||
| Company | $ 2,829 | $ 9,218 | ||||||
| Non-controlling | ||||||||
| interests | 707 | 2,304 | ||||||
| $ 3,536 | $ 11,522 |
42
Tex Year Europe Sp. z o. o.
| Tex Year Europe Sp. z o. o. | Tex Year Europe Sp. z o. o. | ||
|---|---|---|---|
| December 31, 2021 December 31, 2020 Current asset $ 140,939 $ 129,821 Non-current assets 107,180 129,888 Current liabilities ( 52,591 ) ( 47,066 ) Non-current liabilities (33,227) (40,745) Equity $ 162,301 $ 171,898 December 31, 2021 December 31, 2020 Equity attributable to: Owners of the Company $ 129,842 $ 137,519 Non-controlling interests 32,459 34,379 $ 162,301 $ 171,898 2021 2020 Net profit of the current period $ 8,577 $ 9,274 Net profit attributable to: Owners of the Company $ 6,862 $ 7,419 Non-controlling interests 1,715 1,855 $ 8,577 $ 9,274 Shanghai Chuangzhi Environmental Tech Co., Ltd. and Subsidiaries December 31, 2021 December 31, 2020 Current asset $ 130,302 $ 146,596 Non-current assets 109,421 81,685 Current liabilities (55,759) (53,096) Equity $ 183,964 $ 175,185 Equity attributable to: Owners of the Company $ 91,545 $ 88,465 Non-controlling interests 92,419 86,720 $ 183,964 $ 175,185 |
December 31, 2020 |
||
| $ 129,821 129,888 ( 47,066 ) (40,745) $ 171,898 December 31, 2020 |
|||
| $ 137,519 34,379 $ 171,898 2020 |
|||
Current asset Non-current assets Current liabilities Equity Equity attributable to: Owners of the Company Non-controlling interests |
December 31, 2021 $ 130,302 109,421 (55,759) $ 183,964 $ 91,545 92,419 $ 183,964 |
||
( |
( |
$ 146,596 81,685 53,096) $ 175,185 $ 88,465 86,720 $ 175,185 |
43
| 2021 | 2020 | ||||||
|---|---|---|---|---|---|---|---|
| Net profit of the current | |||||||
| period | $ 8,798 | $ | 55,220 | ||||
| Net profit attributable to: | |||||||
| Owners of the | |||||||
| Company | $ 4,051 | $ | 27,308 | ||||
| Non-controlling | |||||||
| interests | 4,747 | 27,912 | |||||
| $ 8,798 | $ | 55,220 | |||||
| 13. | Investment under the equity method | ||||||
| Joint ventures | |||||||
| December 31, | December | 31, | |||||
| 2021 | 2020 | ||||||
| Significant joint ventures | |||||||
| Wuxi More Tex | |||||||
| Technology Co., Ltd. | $ 61,364 | $ 102,214 | |||||
| Individual non-significant joint | |||||||
| ventures | |||||||
| Tex Year Industrial | |||||||
| Adhesives Pvt. Ltd. | 25,001 | 22,360 | |||||
| $ 86,365 | $ 124,574 | ||||||
| The percentage of shares and voting rights held | by the consolidated | ||||||
| company in the joint venture on the balance sheet date is as follows: | |||||||
| December 31, | December | 31, | |||||
| 2021 | 2020 | ||||||
| Significant joint ventures | |||||||
| Wuxi More Tex | |||||||
| Technology Co., Ltd. | 50% | 50% | |||||
| Individually insignificant joint | |||||||
| ventures | |||||||
| Tex Year Industrial | |||||||
| Adhesives Pvt. Ltd. | 50% | 50% | |||||
| (1) | Significant joint ventures |
||||||
| Wuxi More Tex Technology Co., Ltd. | |||||||
| December 31, | December | 31, | |||||
| 2021 | 2020 | ||||||
| Current asset | $ 128,410 | $ 200,430 | |||||
| Non-current assets | 44,269 | 47,504 | |||||
| Current liabilities | ( | 15,410 ) |
( | 23,818 ) | |||
| Non-current liabilities | ( | 457) | - | ||||
| Equity | $ 156,812 | $ 224,116 |
44
| Shareholding ratio of | ||||
|---|---|---|---|---|
| consolidated company | 50% | 50% | ||
| Rights and interests enjoyed | ||||
| by the consolidated | ||||
| company | $ 78,410 | $ 112,058 | ||
| Impairment loss | ( | 17,046 ) |
( | 9,522 ) |
| Unrealized profit and loss of | ||||
| side flow transactions | ( | - ) | ( | 322) |
| Book value of investment | $ 61,364 | $ 102,214 |
For significant joint ventures, the recoverable amount is less than the book value because it is expected that some of the machinery and equipment used for production will have no future cash inflow, so impairment losses of NT$7,524 thousand and NT$9,522 thousand were recognized in 2021 and 2020 respectively..
| 2020 respectively.. | ||||
|---|---|---|---|---|
| Operating income Net profit/loss of the year Total comprehensive income |
2021 $ 191,356 $ 4,834) $ 4,834) |
2020 | ||
( ( |
$ 372,644 $ 5,851 $ 5,851 |
(2) Summary information of individual unimportant joint ventures Tex Year Industrial Adhesives Ltd.
| Tex Year Industrial Adhesives Ltd. | ||||
|---|---|---|---|---|
| Share of consolidated company Current net profit of continuing business units Other comprehensive income Total comprehensive income |
2021 $ 3,450 892) $ 2,558 |
2020 | ||
( |
( ( |
$ 2,314 2,347) $ 33) |
The end date of the annual financial statement of Tex Year Industrial Adhesives Pvt. Ltd. is March 31. Since it is practically difficult to require the company to prepare additional financial statements with a reporting date of December 31, the Company used this company’s financial statements on the balance sheet date of March 31, 2021 and March 31, 2020, and made adjustments for significant transactions between April 1, 2021 to December 31, 2021 and between April 1, 2020 to December 31, 2020.
The equity in earnings and other comprehensive income shares of equity-method investees and consolidated companies are recognized on the basis of unreviewed financial statements, except for Tex Year Industrial Adhesives Pvt. Ltd. However, the management of the Consolidated Company believes that the financial statements of the above investees have not been audited by the accountants and do not yet have a material effect.
45
Please refer to Table 6 “Name, location, …. of the investee company” for the business nature, main business premises and country of incorporation of the joint ventures above, and Table 7 “Mainland China investment information”.
14. Property, plant and equipment
Cost Balance on January 1, 2020 Addition Disposal Reclassification Net exchange differences Balance on December 31, 2020 Accumulated depreciation and impairment Balance on January 1, 2020 Disposal Depreciation expenses Net exchange differences Balance on December 31, 2020 Net amount on December 31, 2020 Cost Balance on January 1, 2021 Addition Disposal Reclassification Net exchange differences Balance on December 31, 2021 Accumulated depreciation and impairment Balance on January 1, 2021 Disposal Depreciation expenses Reclassification Net exchange differences Balance on December 31, 2021 Net amount on December 31, 2021 |
Self-own land | Revaluation and appreciation of land |
Revaluation and appreciation of land |
Houses and buildings |
Machinery and equipment |
Office equipment |
Other equipment |
Unfinished project |
Total | |
|---|---|---|---|---|---|---|---|---|---|---|
| $ 56,524 - - - ( 500) $ 56,024 $ - - - - $ - $ 56,024 $ 56,024 - - - ( 1,057) $ 54,967 $ - - - - - $ - $ 54,967 |
$ 45,324 - - - - $ 45,324 $ - - - - $ - $ 45,324 $ 45,324 - - - - $ 45,324 $ - - - - - $ - $ 45,324 |
$ 824,287 7,646 ( 533 ) 14,061 ( 3,459) $ 842,002 $ 259,330 ( 505 ) 28,005 342 $ 287,172 $ 554,830 $ 842,002 4,936 - ( 18 ) ( 7,093) $ 839,827 $ 287,172 - 28,834 - 205 $ 316,211 $ 523,616 |
$ 549,820 30,851 ( 418 ) 3,514 ( 4,188) $ 579,579 $ 219,543 ( 418 ) 46,318 ( 2,046) $ 263,397 $ 316,182 $ 579,579 52,329 ( 3,068 ) 6,053 ( 3,813) $ 631,080 $ 263,397 ( 2,301 ) 44,321 - ( 2,048) $ 303,369 $ 327,711 |
$ 24,500 2,340 ( 722 ) - 17 $ 26,135 $ 18,302 ( 716 ) 2,703 28 $ 20,317 $ 5,818 $ 26,135 3,961 ( 739 ) - 65 $ 29,422 $ 20,317 ( 739 ) 2,390 - 55 $ 22,023 $ 7,399 |
$ 96,104 5,979 ( 274 ) 1,184 ( 440) $ 102,553 $ 68,502 ( 274 ) 6,762 ( 144) $ 74,846 $ 27,707 $ 102,553 5,489 ( 466 ) ( 213 ) ( 63) $ 107,300 $ 74,846 ( 490 ) 6,334 ( 106 ) 4 $ 80,588 $ 26,712 |
$ 14,061 473 - ( 14,061 ) - $ 473 $ - - - - $ - $ 473 $ 473 315 - ( 74 ) - $ 714 $ - - - - - $ - $ 714 |
$ 1,610,620 47,289 ( 1,947 ) 4,698 ( 8,570) $ 1,652,090 $ 565,677 ( 1,913 ) 83,788 ( 1,820) $ 645,732 $ 1,006,358 $ 1,652,090 67,030 ( 4,273 ) 5,748 ( 11,961) $ 1,708,634 $ 645,732 ( 3,530 ) 81,879 ( 106 ) ( 1,784) $ 722,191 $ 986,443 |
The consolidated company assessed that there was no sign of impairment in 2021 and 2020, so the consolidated company did not conduct an impairment assessment.
Depreciation expenses are accrued on a straight-line basis based on the following number of years of service life:
| t. ciation expenses are accrued on number of years of service life: |
a straight-line bas |
|---|---|
| Houses and buildings | |
| Main building of plant | 5 to 40 years |
| Electromechanical and | |
| other | 3 to 15 years |
| Machinery and equipment | 2 to 15 years |
| Office equipment | 3 to 6 years |
| Other equipment | 4 to 15 years |
For the amount of property, plant and equipment set by the Consolidated Company as pledges for loans and letters of credit, please refer to note 33.
46
15. Lease agreements
(1) Right-of-use assets
| ease agreements (1) Right-of-use assets |
|||
|---|---|---|---|
| Book amount of right-of-use assets Land Buildings Transportation equipment Other equipment Addition of right-of-use assets Depreciation expenses of right-of-use assets Land Buildings Transportation equipment Other equipment (2) Lease liabilities Book value of lease liabilities Current Non-current |
December 31, 2021 $ 66,883 3,516 6,328 341 $ 77,068 2021 $ 11,587 $ 1,774 3,032 2,998 179 $ 7,983 December 31, 2021 $ 4,359 $ 5,530 |
December 31, 2020 |
|
| $ 68,206 1,668 2,550 519 $ 72,943 2020 |
|||
| $ 2,127 $ 1,750 2,436 3,117 180 $ 7,483 December 31, 2020 |
|||
| $ 2,848 $ 1,496 |
The range of discount rate of lease liabilities is as follows:
| Buildings Transportation equipment Other equipment Other lease information Short term rental expenses Total cash (outflow) from lease |
December 31, 2021 1.27% ~3.08%1.27% ~3.08%1.45% 2021 $ 13,733 ($ 19,838) |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|
1.55%~3.08%1.55% ~3.08%1.45% 2020 |
|||
( |
( |
$ 13,432 $ 19,545) |
(3) Other lease information
47
The consolidated company chooses to exempt the recognition of buildings, office equipment and transportation equipment conforming to the short-term lease, and does not recognize the relevant right-of-use assets and lease liabilities.
16. Intangible assets
| lease liabilities. angible assets |
||||
|---|---|---|---|---|
| Cost Balance on January 1, 2020 Acquisition Net exchange differences Balance on December 31, 2020 Accumulated depreciation and impairment Balance on January 1, 2020 Amortization expenses Net exchange differences Balance on December 31, 2020 Net amount on December 31, 2020 Cost Balance on January 1, 2021 Acquisition Net exchange differences Balance on December 31, 2021 Accumulated depreciation and impairment Balance on January 1, 2021 Amortization expenses Net exchange differences Balance on December 31, 2021 Net amount on December 31, 2021 |
Patent rights $ 29,201 - 37 $ 29,238 $ 11,928 4,432 22 $ 16,382 $ 12,856 $ 29,238 - 183 $ 29,421 $ 16,382 4,491 111 $ 20,984 $ 8,437 |
Computer software $ 26,318 4,051 ( 78) $ 30,291 $ 21,040 1,800 ( 78) $ 22,762 $ 7,529 $ 30,291 2,810 ( 166) $ 32,935 $ 22,762 2,114 ( 165) $ 24,711 $ 8,224 |
Total | |
( ( ( ( |
( ( ( |
$ 55,519 4,051 41) $ 59,529 $ 32,968 6,232 56) $ 39,144 $ 20,385 $ 59,529 2,810 17 $ 62,356 $ 39,144 6,605 54) $ 45,695 $ 16,661 |
Amortization expenses are accrued on a straight-line basis based on the following number of years of service life:
48
Patent rights 5 to 20 years Computer software 2 to 8 years
The Consolidate Company holds the patent for the manufacturing of filter materials. As of December 31, 2021, the net value of the patent right is NT$1,742 thousand , which will be fully amortized within half a year.
17. Other assets
| thousand , which will be fully amortized within half a year. 17. Other assets |
||
|---|---|---|
| December 31, 2021 Other prepaid expenses $ 25,226 Excess business tax paid 21,396 Advance payment for goods 21,256 Refundable deposit 8,022 Long-term prepaid expenses 5,184 Provisional payment 2,576 Others 2,783 $ 86,443 Current $ 73,237 Non-current 13,206 $ 86,443 18. Borrowings (1) Short-term loans December 31, 2021 Unsecured loans Credit loans $ 581,264 Borrowing rates 0.78% ~3.9%(2) Long-term loans December 31, 2021 Secured loans(note 33) The Export-Import Bank of the Republic of China (1) $ - Taiwan Cooperative Bank (2) 14,550 Taiwan Business Bank (3) 9,167 Taiwan Cooperative Bank (4) 10,977 Taiwan Business Bank (5) 55,000 |
December 31, 2020 $ 17,799 28,949 16,548 8,363 5,296 2,736 4,781 $ 84,472 $ 70,813 13,659 $ 84,472 December 31, 2020 $ 356,408 0.98% ~4.385%December 31, 2020 $ 14,250 31,908 10,000 18,807 60,000 |
|
| $ 14,250 31,908 10,000 18,807 60,000 |
(Continue)
49
(Continue)
| Taiwan Business Bank (6) Taiwan Business Bank (7) ALIOR Bank (8) Taiwan Business Bank (9) Taiwan Cooperative Bank (10) Bank of China (11) Subtotal Unsecured loans Credit loan of Export-Import Bank of the Republic of China (12) Hua Nan Bank credit loan (13) Hua Nan Bank credit loan (14) Subtotal Less: due within one year Long-term loan |
December 31, 2021 $ 36,667 36,667 35,692 16,500 48,990 17,380 281,590 16,062 40,000 - 56,062 337,652 ( 82,255) $ 255,397 |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|
( |
( |
$ 40,000 40,000 44,303 18,000 60,000 - 337,268 22,488 - 40,000 62,488 399,756 115,384) $ 284,372 |
-
(1) The period is from September 29, 2016 to September 28, 2021. From March 2018, every six months is one period, for totally 8 periods. The principal and interest are amortized according to the average method. It has been fully repaid in September 2021. As of December 31, 2020, the effective annual interest rate is 1.2386%.
-
(2) The period is from December 28, 2017 to December 28, 2022. From January 2019, each month is one period, for totally 48 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.40%.
-
(3) The period is from December 28, 2017 to December 28, 2032. From January 2021, each month is one period, for totally 144 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.25%.
-
(4) The period is from June 28, 2018 to December 28, 2022. From January 2019, each month is one period, for totally 48 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.40%.
-
(5) The period is from September 14, 2018 to December 28, 2032. From January 2021, each month is one period, for totally 144 periods. The
50
principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.25%.
-
(6) The period is from October 8, 2018 to December 28, 2032. From January 2021, each month is one period, for totally 144 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.25%.
-
(7) The period is from November 6, 2018 to December 28, 2032. From January 2021, each month is one period, for totally 144 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.25%.
-
(8) The period is November 6, 2018 to June 10, 2031. From November 2018, each month is one period, for totally 128 periods. The interest is amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were 3.20% and 4.70% respectively.
-
(9) The period is from December 31, 2019 to December 28, 2032. From January 2021, each month is one period, totally 144 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.25%.
-
(10) The period is from March 30, 2020 to March 30, 2025. From April 2021, each month is one period, for totally 48 periods. The principal and interest are amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were both 1.40%.
-
(11) The period is from January 18, 2021 to April 4, 2022. From January 2021, each month is one period, for 15 periods. The interest was paid in each period, and the principal was repaid at one time when due. The effective annual interest rate as of December 31, 2021 was 4.15%.
-
(12) The period is from February 26, 2019 to February 25, 2024. From August 2020, six months is one period, for totally 8 periods. The interest is amortized according to the average method. The effective annual interest rates as of December 31, 2021 and 2020 were 1.2350% and 1.2356% respectively.
-
(13) The period is from December 29, 2021 to December 29, 2023. From January 2022, one month is one period, for 24 periods. The interest was
51
paid in each period, and the principal was repaid at one time when due. The effective annual interest rate as of December 31, 2021 was 1.23%.
-
(14) The period is from December 31, 2019 to December 29, 2021. From January 2020, each month is one period, for totally 24 periods. The interest was paid in each period, and the principal was repaid at one time when due. It has been fully repaid in December 2021. As of December 31, 2020, the effective annual interest rate was 1.12%.
-
The consolidated company has provided part of its land and buildings
-
as collateral; please refer to notes 14 and 33.
19. Corporate debt payable
| Corporate debt payable | ||
|---|---|---|
| Domestic secured convertible corporate bonds Domestic unsecured convertible corporate bonds Less: convertible bond discounts Less: due within one year |
December 31, 2021 $ 200,000 33,500 233,500 ( 7,461 ) ( 32,989) $ 193,050 |
December 31, 2020 |
| $ 200,000 72,900 272,900 ( 11,818 ) - $ 261,082 |
The relevant information of domestic convertible corporate bonds issued by the Company is as follows:
- (1) The conditions for the issuance of the second domestic secured convertible corporate bonds of the Company are as follows: The Company has been approved by the competent authority to raise and issue the second domestic unsecured convertible corporate bonds, with a total issuance amount of NT$200,000 thousand and a coupon rate of 0%. The issuance period is 5 years, and the circulation period is from October 23, 2019 to October 23, 2024. It was listed on the Taipei Exchange (OTC) Securities Exchange of the Republic of China on October 23, 2019. When the convertible bond is due, it shall be paid in cash at one time according to the face value of the bonds. The holders of the convertible bond may, from three months after the day following the issuance date of this bond to the maturity date, request a conversion into the common shares of the company at any time, except for the period during which the transfer of ownership shall be suspended in accordance with the relevant measures or laws and regulations. The conversion price of the convertible corporate bond is set in accordance with the pricing model prescribed in the conversion method, with the conversion price of NT$15.7 per share. In case of any anti-dilution provisions of the Company, the
52
subsequent conversion price shall be adjusted in accordance with the pricing model prescribed in the conversion method.
From the day following 3 months after the issuance of the convertible corporate bonds to 40 days before the expiry of the issuance period, if the closing price of the Company’s ordinary shares exceeds the current conversion price by more than 30% (inclusive) for 30 consecutive business days, or if the outstanding balance of the convertible corporate bonds is less than 10% of the original total amount, the Company may recall all the bonds in cash according to the bond’s face value.
The consolidated company provided a demand deposit of NT$200,000 thousand as a guarantee for the issuance of corporate bonds, but on July 7, 2020, it was exempted from providing the guarantee after an agreement with the Taiwan Small and Medium Business Bank.
(2) The conditions for the issuance of the third domestic unsecured convertible corporate bonds of the Company are as follows: The Company has been approved by the competent authority to raise and issue the third domestic unsecured convertible corporate bonds, with a total issuance amount of NT$100,000 thousand and a coupon rate of 0%. The issuance period is 3 years, and the circulation period is from October 24, 2019 to October 24, 2022. It was listed on the Taipei Exchange (OTC) Securities Exchange of the Republic of China on October 24, 2019. When the convertible bond is due, it shall be paid in cash at one time according to the face value of the bonds. The holders of the convertible bond may, from three months after the day following the issuance date of this bond to the maturity date, request a conversion into the common shares of the company at any time, except for the period during which the transfer of ownership shall be suspended in accordance with the relevant measures or laws and regulations. The conversion price of the convertible corporate bond is set in accordance with the pricing model prescribed in the conversion method, with the conversion price of NT$14.3 per share. In case of any anti-dilution provisions of the Company, the subsequent conversion price shall be adjusted in accordance with the pricing model prescribed in the conversion method.
From the day following 3 months after the issuance of the convertible corporate bonds to 40 days before the expiry of the issuance period, if the closing price of the Company’s ordinary shares exceeds the current conversion price by more than 30% (inclusive) for 30 consecutive business days, or if the outstanding balance of the convertible corporate bonds is less than 10% of the original total amount, the Company may recall all the bonds in cash according to the bond’s face value.
53
Due to the Company’s stock ex-rights/dividend operations in 2021 and 2020, the conversion prices for the second secured and third unsecured convertible corporate bonds have been adjusted in accordance with the Issuance regulations on July 27, 2020, the ex-dividend date, to NT$15.4 and NT$14.0, respectively, and then adjusted to NT$14.7 and NT$13.4, respectively on September 15, 2021, the ex-rights date.
The above-mentioned convertible corporate bonds include the conversion right of the main contractual debt instrument, the sale/redemption derivative instrument and the equity component, which are expressed under the equity by additional capital from retained earnings - conversion rights. The effective interest rates originally recognized for the liability component were 1.26%~1.89%.
Changes in the main contract debt instruments are as follows:
| Component of liabilities at the beginning of the year Interest calculated at the effective interest rate for the current period Common shares converted from payable corporate bonds Year-end liability component |
2021 $ 261,082 3,220 38,263) $ 226,039 |
2020 | ||
|---|---|---|---|---|
( |
( |
$ 283,058 4,059 26,035) $ 261,082 |
Changes in put/call derivatives are as follows:
| Beginning balance Changes in fair value benefits (losses) Ending balance |
2021 $ 560 380) $ 180 |
2020 | ||
|---|---|---|---|---|
( |
$ - 560 $ 560 |
Changes in the conversion rights of equity components (under capital reserve) are as follows:
| reserve) are as follows: | ||||
|---|---|---|---|---|
| Beginning balance Common shares converted from payable corporate bonds Ending balance |
2021 $ 11,661 1,587) $ 10,074 |
2020 | ||
( |
( |
$ 12,753 1,092) $ 11,661 |
As of December 31, 2021, the denomination of the bonds exercised by the holders of the third domestic unsecured conversion corporate bonds was
54
NT$66,500 thousand in total, converted into 4,736,120 ordinary shares of the Company. A capital reserve of NT$16,936 thousand was recognized. 20. Accounts payable
| 20. | Accounts payable | |||
|---|---|---|---|---|
| 21. | Accounts payable Arising from business Accounts payable-related parties Arising from business Other liabilities Current Other payable Bonus payable Estimate expenses payable Salary payable Contractual liabilities Leave payment payable Other liabilities Dividends payable Payable on machinery and equipment Other liabilities Other expenses payable Collection on behalf of others Others Non-current Other liabilities Deposits received Others |
December 31, 2021 $ 470,536 $ - December 31, 2021 $ 29,797 26,685 25,687 9,093 7,610 3,075 - 35,564 $ 137,511 $ 35,083 925 7,941 $ 43,949 $ 326 1,603 $ 1,929 |
December 31, 2020 |
|
| $ 392,391 $ 26,942 December 31, 2020 |
||||
| $ 37,081 27,655 29,986 4,018 6,737 6,673 1,996 40,405 $ 154,551 $ 22,963 724 9,678 $ 33,365 $ 240 875 $ 1,115 |
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22. Provision for liabilities - current
| Provision for liabilities-current | |||
|---|---|---|---|
| Warranty Beginning balance Provision (reversal) of the year Ending balance |
December 31, 2021 $ 1,058 2021 $ 1,046 12 $ 1,058 |
December 31, 2020 |
|
| $ 1,046 2020 |
|||
( |
$ 1,665 619) $ 1,046 |
The provision for warranty liabilities is the present value of the best estimate of the outflow of future economic benefits caused by the warranty obligation from the management of the consolidated company in accordance with the contract for the sale of goods. This estimate is based on historical warranty experience, taking into account the adjustment for new raw materials, process changes or other factors affecting product quality.
-
Post-employment benefit plan
-
(1) Defined contribution plan
The pension system of the “Labor Pension Regulations” applicable to the Company in the Consolidate Company is a government-administered fixed appropriation retirement plan, with 6% of the employee’s monthly salary allocated to the individual account of the Labor Insurance Bureau.
The employees of the subsidiaries of the consolidated company in China and Vietnam are members of the local government operated retirement benefit plan. The subsidiary is required to allocate a specific proportion of the cost of salaries to the retirement benefit plan to fund the plan. The obligation of the consolidated company to the retirement benefit plan operated by the government is only the allocation of a specific amount. (2) Defined benefit plans
The pension system of the consolidated company in compliance with the “Labor Standards Act” is a country’s government-administered defined-benefit retirement plan. The employee’s pension is calculated based on the length of service and the average salary for the six months before the approved retirement date. The Company allocates 8% of the total monthly salary of the employees to the pension, and hands it over to the Labor Retirement Reserve Supervision Committee to deposit it into the special account of the Bank of Taiwan in the name of the committee. Before the end of the year, if it is estimated that the balance of the special account is not sufficient to pay the workers who are expected to meet the retirement conditions in the next year, the difference will be provided in one go by the
56
end of March of the next year. The special account is entrusted to the Bureau of Labor Fund of the Ministry of Labor for management, and the Consolidate Company has no right to influence the investment management strategy.
The amounts of defined benefit plans included in the consolidated balance sheet are shown below:
| balance sheet are shown below: | |||
|---|---|---|---|
| Current value of defined benefit obligation Fair value of planned assets Net defined benefit liabilities |
December 31, 2021 $ 86,831 ( 48,945) $ 37,886 |
December 31, 2020 |
|
( |
$ 86,518 44,027) $ 42,491 |
| Changes to net defined benefit liabilities (assets) are as follows: | Changes to net defined benefit liabilities (assets) are as follows: | Changes to net defined benefit liabilities (assets) are as follows: | Changes to net defined benefit liabilities (assets) are as follows: | Changes to net defined benefit liabilities (assets) are as follows: | Changes to net defined benefit liabilities (assets) are as follows: | |
|---|---|---|---|---|---|---|
| Current | ||||||
| value of | Net defined | |||||
| defined | Fair value of | benefit | ||||
| benefit | planned | Liabilities | ||||
| obligation | assets | (assets) | ||||
| Balance on January 1, 2020 |
$ 81,931 |
$ 40,195 |
$ 41,736 | |||
| Service cost | ||||||
| Service cost of the current | ||||||
| period | 835 | - | 835 | |||
| Interest expenses/interest | ||||||
| income |
604 |
309 |
295 | |||
| Recognized as profit (loss) |
1,439 |
309 |
1,130 | |||
| Compensation for planned | ||||||
| assets (in addition to the | ||||||
| amount included in net | ||||||
| interest) | - | 1,366 |
( | 1,366 ) |
||
| Actuarial gain - changes in | ||||||
| financial assumptions | 3,784 | - | 3,784 | |||
| Actuarial loss experience | ||||||
| adjustment |
1,431 |
- |
1,431 | |||
| Recognized as Other | ||||||
| comprehensive income |
5,215 |
1,366 |
3,849 | |||
| Employer contribution | - | 4,224 |
( | 4,224 ) |
||
| Benefit paid |
( | 2,067) |
( | 2,067) |
- | |
| Balance on December 31, 2020 |
$ 86,518 |
$ 44,027 |
$ 42,491 | |||
| Balance on January 1, 2021 |
$ 86,518 |
$ 44,027 |
$ 42,491 | |||
| Service cost | ||||||
| Service cost of the current | ||||||
| period | 686 | - | 686 | |||
| Interest expenses/interest | ||||||
| income |
256 |
135 |
121 |
57
| Current | ||||||
|---|---|---|---|---|---|---|
| value of | Net defined | |||||
| defined | Fair value of | benefit | ||||
| benefit | planned | Liabilities | ||||
| obligation | assets | (assets) | ||||
| Recognized as profit (loss) |
942 |
135 |
807 | |||
| Compensation for planned | ||||||
| assets (in addition to the | ||||||
| amount included in net | ||||||
| interest) | - | 642 |
( | 642 ) |
||
| Actuarial loss - changes in | ||||||
| demographic | ||||||
| assumptions | 190 | - |
190 | |||
| Actuarial gain - changes in | ||||||
| financial assumptions |
( | 3,261 ) |
- |
( | 3,261 ) |
|
| Actuarial loss experience | ||||||
| adjustment |
2,560 |
- |
2,560 | |||
| Recognized as Other | ||||||
| comprehensive income |
( | 511) |
642 |
( | 1,153) | |
| Employer contribution | - | 4,259 |
( | 4,259 ) |
||
| Benefit paid |
( | 118) |
( | 118) |
- | |
| Balance on December 31, 2021 |
$ 86,381 |
$ 48,945 |
$ 37,886 |
The amounts recognized in profit or loss for defined benefit plans are summarized by function as follows:
| Operating cost Marketing expenses Administrative expenses R&D expenses |
2021 $ 181 270 220 136 $ 807 |
2020 | ||
|---|---|---|---|---|
| $ 259 367 318 186 $ 1,130 |
The Consolidated Company is exposed to the following risks as a result of the Labor Standards Law pension system.
-
Investment risk: The Bureau of Labor Fund of the Ministry of Labor invests labor pension funds in domestic (foreign) equity and debt securities and bank deposits through self-operation and entrusted management, but the consolidated company’s distributable amount of the plans’ assets is the income calculated at not lower than the 2-year fixed deposit interest rate of the local bank.
-
Interest rate risk: The decrease in interest rates of government/corporate bonds will increase the present value of the defined benefit obligation, but the return on the debt investment of the
58
planned assets will also increase; the impact of the two on the net defined benefit liabilities is partially offset.
- Salary risk: For the calculation of the present value of defined benefit obligations, reference is made to the future salaries of the members of the plans. Therefore, increases in plan members’ salaries will result in an increase in the present value of the defined benefit obligation.
The present value of the Consolidated Company’s defined benefit obligation was actuarially determined by a qualified actuary with the following significant assumptions as of the measurement date.
| Discount rate Expected rate of salary increase Turnover rate |
December 31, 2021 0.70% 3.00% 0.30% |
December 31, 2020 |
|---|---|---|
| 0.30% 3.00% 0.42% |
The amount by which the present value of the defined benefit obligation would increase (decrease) if there were reasonably possible changes in significant actuarial assumptions, respectively, with all other assumptions held constant, is as follows
| held constant, is as follows | |||
|---|---|---|---|
| Discount rate 0.25% increase 0.25% decrease Expected rate of salary increase 0.25% increase 0.25% decrease |
December 31, 2021 ($ 1,982) $ 2,044 $ 2,005 ($ 1,954) |
December 31, 2020 |
|
| ( ( |
( ( |
$ 2,130) $ 2,202 $ 2,151 $ 2,093) |
The sensitivity analysis above may not reflect actual changes in the present value of the defined benefit obligation because the actuarial assumptions may be correlated and changes in only one assumption are not probable.
| probable. | |||
|---|---|---|---|
| Amount expected to be withdrawn within 1 year Average Period of Defined Benefit Obligation to maturity |
December 31, 2021 $ 3,445 9 years |
December 31, 2020 |
|
| $ 3,306 10 years |
59
24. Equity
(1) Share capital
- Common stock
| capital Common stock |
|||
|---|---|---|---|
| Authorized number of shares (1,000 shares) Authorized share capital Number of issued shares fully paid for (1,000 shares) Capital of issued shares |
December 31, 2021 150,000 $ 1,500,000 97,933 $ 979,327 |
December 31, 2020 |
|
| 150,000 $ 1,500,000 89,386 $ 893,857 |
| (2) | The par value of each issued common share is NT$10. Each share has one voting right and the right to receive dividends. 2. Certificates of right to convert bonds for shares December 31, 2021 December 31, 2020 Number of shares converted but not yet registered for change (1,000 shares) 15 1,214 Share capital converted but not yet registered for change $ 150 $ 12,143 Additional capital from retained earnings December 31, 2021 December 31, 2020 It may be used to cover losses, distribute cash or replenish share capital(1) Premium from share issuance $ 22,142 $ 22,142 Premium from convertible bond conversion 18,538 8,431 The conversion right shall be paid off at maturity 6,307 6,307 can only be used to cover losses(2) Changes in net equity of subsidiaries and joint ventures recognized under the equity method 29 29 and cannot be used for any other purpose. Conversion right 11,661 11,661 $ 58,677 $ 48,570 |
The par value of each issued common share is NT$10. Each share has one voting right and the right to receive dividends. 2. Certificates of right to convert bonds for shares December 31, 2021 December 31, 2020 Number of shares converted but not yet registered for change (1,000 shares) 15 1,214 Share capital converted but not yet registered for change $ 150 $ 12,143 Additional capital from retained earnings December 31, 2021 December 31, 2020 It may be used to cover losses, distribute cash or replenish share capital(1) Premium from share issuance $ 22,142 $ 22,142 Premium from convertible bond conversion 18,538 8,431 The conversion right shall be paid off at maturity 6,307 6,307 can only be used to cover losses(2) Changes in net equity of subsidiaries and joint ventures recognized under the equity method 29 29 and cannot be used for any other purpose. Conversion right 11,661 11,661 $ 58,677 $ 48,570 |
|---|---|---|
| $ 22,142 8,431 6,307 29 11,661 $ 48,570 |
60
-
This type of capital reserve may be used to make up for losses, and when the Company has no losses, it may also be used to distribute cash or for capital appropriation; when used for capital appropriation, it is limited to a certain percentage of the paid-in capital every year.
-
For the investment by the equity method, the capital reserve generated due to the change of the subsidiary’s equity shall not be used for any purpose except to cover the loss.
-
(3) Retained earnings and dividend policy
According to the provisions of the earnings distribution policy in the Company’s articles of association, if there is a surplus in the annual final accounts, taxes shall be paid in accordance with the law, and after making up the cumulative loss, 10% shall be set aside as the legal reserve, and the rest shall be appropriated as or reversed from special reserve according to laws and regulations. If there is still a balance, the board meeting shall formulate an earnings distribution proposal for it together with the cumulative undistributed surplus, and submit it to the shareholders’ meeting for a resolution to distribute dividends to shareholders. Please refer to note 26(7) employees’ remuneration and directors’ and supervisors’ remuneration for the distribution policy of employees’ remuneration and directors’ and supervisors’ remuneration stipulated in the Articles of Association.
The Company has diversified products, stable profits and sound financial structure. The dividend policy is based on the consideration of major plant expansion plans and capital expenditures in the next few years; for the actual distribution, the board meeting shall formulate a distribution proposal to the shareholders’ meeting based on the Company’s operating conditions. The distribution of dividends to shareholders shall be at least 50% of the distributable surplus of the current year after deducting the legal reserve and special reserve, and cash dividends shall account for more than 20% of the total dividends to shareholders. When the cash dividend is less than NT$0.5 per share (inclusive), it may be distributed in the form of stock dividends instead.
The legal reserve should be appropriated until its balance reaches the total paid-in share capital of the Company. The legal reserve may be used to make up for losses. When the Company has no losses, the portion of the legal reserve exceeding 25% of the total paid-in share capital may be distributed in cash in addition to being appropriated as share capital.
The Company held general shareholders’ meetings on July 26, 2021 and on June 16, 2020, respectively, and passed the following resolutions on the distribution of earnings for 2020 and 2019:
61
| Legal reserve Special reserve Stock dividend Stock dividends per share (NT$) |
2020 $ 6,666 $ 15,553 $ 45,321 $ 0.5 |
2019 | ||
|---|---|---|---|---|
| $ 4,418 $ 40,395 $ - $ - |
In addition, on June 16, 2020, the Company’s board of directors’ meeting proposed to distribute a cash dividend of NT$0.3 per share from the additional capital from retained earnings due to the premium on the issuance of common shares, totaling NT$26,753 thousand.
The Company’s board meeting on March 29, 2022 proposed the following 2021 earnings distribution scheme:
| following 2021 earnings distribution scheme: | ||
|---|---|---|
| Legal reserve Special reserve Cash dividends Cash dividends per share (NT$) |
2021 | |
| $ 2,980 $ 7,869 $ 20,627 $ 0.2 |
The earnings distribution scheme for 2021 is pending the resolution of the general shareholders’ meeting expected to be held on June 27, 2022.
- Revenue
| Revenue | ||||
|---|---|---|---|---|
| Revenue from goods sold | 2021 $ 3,550,382 |
2020 | ||
| $ 3,162,668 |
See Note 37 for a breakdown of revenue from merchandise sales; see Note 10 and Note 21 for contract balances.
26. Net profit and other comprehensive income
- (1) Interest income
| Interest income | ||||
|---|---|---|---|---|
| Bank deposits and wealth management products Others Total |
2021 $ 1,850 37 $ 1,887 |
2020 | ||
| $ 1,783 50 $ 1,833 |
- (2) Other income
| Other income | ||
|---|---|---|
| Rental income Management and technical service income Government subsidy income |
2021 $ 99 1,179 12,168 |
2020 |
| $ 29 8,636 15,059 |
62
| Others | 8,577 | 12,961 | |||
|---|---|---|---|---|---|
| Total | $ | 22,023 | $ | 36,685 | |
| (3) | Other benefits and (loss) | ||||
| 2021 | 2020 | ||||
| Net loss on financial assets | |||||
| and liabilities at fair value | |||||
| through profit or loss | ( $ | 622 ) |
( $ | 1,690 ) | |
| Gains (losses) from disposal | |||||
| of property, plant and | |||||
| equipment | 82 | ( | 25) | ||
| Total | ($ | 540) |
($ | 1,715) | |
| (4) | Financial cost | ||||
| 2021 | 2020 | ||||
| Interest on bank loan | $ | 10,517 | $ | 11,250 | |
| Interest on lease liabilities | 76 | 452 | |||
| Convertible corporate bond | |||||
| interest (note 19) | 3,220 | 4,059 | |||
| Total | $ | 13,813 | $ | 15,761 | |
| (5) | Depreciation and amortization | ||||
| 2021 | 2020 | ||||
| Property, plant and | |||||
| equipment | $ | 81,879 | $ | 83,788 | |
| Intangible assets | 6,605 | 6,232 | |||
| Long-term prepaid expenses | 1,129 | 1,631 | |||
| Right-of-use assets | 7,983 | 7,483 | |||
| Total | $ | 97,596 | $ | 99,134 | |
| Depreciation expenses | |||||
| summary by function | |||||
| Operating cost | $ | 65,805 | $ | 67,486 | |
| Operating expenses | 24,057 | 23,785 | |||
| $ | 89,862 | $ | 91,271 | ||
| Amortized expenses | |||||
| summary by function | |||||
| Operating cost | $ | 1,528 | $ | 1,718 | |
| Operating expenses | 6,206 | 6,145 | |||
| $ | 7,734 | $ | 7,863 |
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(6) Employee benefits
| Employee benefits | ||||
|---|---|---|---|---|
| Short-term employee benefits Salary expense Labor and health insurance expenses Post retirement benefits (note 23) Defined contribution plan Defined benefit plan Other employee benefits Total employee benefit expenses Summary by function Operating cost Operating expenses |
2021 $ 335,421 40,543 375,964 22,898 807 23,705 20,534 $ 420,203 $ 134,770 285,433 $ 420,203 |
2020 | ||
| $ 335,249 27,743 362,992 15,396 1,130 16,526 19,916 $ 399,434 $ 124,948 274,486 $ 399,434 |
In accordance with the announcement of the local government, for the subsidiary of the consolidated company located in mainland China, the pension, unemployment and work-related injury insurance paid by the company shall be exempted from February to December 2020; the medical insurance shall be reduced from February to December 2020.
- (7) Remuneration payable to employees, directors and supervisors
In accordance with the Articles of Association, after making up the losses with the before-tax net profit of the current year, the Company appropriates 1% to 10% of the balance as the employees’ remuneration, and no more than 3% as the directors’ and supervisors’ remuneration. The resolutions on the employees’ remuneration and directors’ and supervisors’ remuneration for 2021 and 2020 by the board meeting on March 29, 2022 and March 26, 2021 are as follows:
Estimated proportion
| March 26, 2021 are as follows: Estimated proportion |
||
|---|---|---|
| Employees’ remuneration Directors and supervisors’ remuneration |
2021 6% 2% |
2020 |
| 6% 2% |
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Amount
| Amount | ||
|---|---|---|
| Employees’ remuneration Directors and supervisors’ remuneration |
Cash | |
| 2021 $ 2,275 800 |
2020 | |
| $ 5,005 1,668 |
If there is still any change in the amount after the issuance date of the annual consolidated financial statements, it shall be handled according to the change of accounting estimate and adjusted and recorded in the next year.
There is no difference between the actual distribution amount of employees’ remuneration and directors’ and supervisors’ remuneration in 2020 and 2019 and the amount recognized in the consolidated financial statements in 2020 and 2019.
For information on the employees’ remuneration and directors’ and supervisors’ remuneration in accordance with the resolutions of the board meeting of the Company in 2021 and 2020, please go to the MOPS of the Taiwan Stock Exchange.
27. Income tax
(1) Income tax recognized in income
The main components of income tax expenses are as follows:
| 2021 | 2020 | |||
|---|---|---|---|---|
| Income tax of the current | ||||
| period | ||||
| Generated in the | ||||
| current period | $ 29,389 | $ 37,088 | ||
| Surtax on undistributed | ||||
| earnings | 44 | 120 | ||
| Adjustment for | ||||
| previous years | ( | 1,044) | ( | 10,044) |
| 28,389 | 27,164 | |||
| Deferred income tax | ||||
| Generated in the | ||||
| current period | ( | 7,624 ) |
16,984 | |
| Adjustment for | ||||
| previous years | ( | 770) | ( | 1,516) |
| ( | 8,394) | 15,468 | ||
| Income tax expenses | ||||
| recognized in income | $ 19,995 | $ 42,632 |
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The adjustment of accounting income to income tax expense is as follows:
| The adjustment of accounting income to income follows: |
tax | expense is as | |
|---|---|---|---|
| (2) (3) |
2021 Net profit before tax $ 56,041 Income tax expense on net income before income tax at statutory tax rate $ 18,562 Non-deductible expenses for tax purposes 2,632 Surtax on undistributed earnings 44 Unrecognized loss carry forward 943 Unrecognized deductible temporary differences 2,075 Adjustment of income tax for previous years ( 1,814 ) Others ( 2,447) Income tax expenses recognized in income $ 19,995 Income tax recognized in other comprehensive income 2021 Deferred income tax Generated in the current period -Remeasurements of defined benefits plans $ 230 -Conversion of foreign operating organizations ( 1,967) ($ 1,737) Income tax assets and liabilities of the current period December 31, 2021 Current income tax liabilities Income tax payable $ 13,454 |
2020 | |
| $ 144,443 $ 60,611 2,172 120 - - ( 18,994 ) ( 1,277) $ 42,632 2020 |
|||
| ( $ 770 ) ( 2,992) ($ 3,762) December 31, 2020 |
|||
| $ 12,408 |
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(4) Deferred income tax assets and liabilities
Changes in deferred income tax assets and liabilities:
2021
| 2021 | ||||||
|---|---|---|---|---|---|---|
| Deferred income tax assets Temporary differences Gross profit on unrealized sales Leave payment payable Actuarial profit and loss Provision for loss Provisions for loss from inventory falling price and dead stock Exchange differences on translation of foreign operation’s financial statements Others Deferred income tax liabilities Temporary differences Investment under the equity method Provision for land appreciation tax Defined benefit retirement plan Others |
Beginning balance $ 667 1,315 4,308 3,501 2,578 21,207 3,852 $ 37,428 $ 69,454 9,558 283 511 $ 79,806 |
Recognized as profit (loss) $ 1,190 179 - 1,101 - - ( 1,571) $ 899 ( $ 8,488 ) - 1,460 ( 467) ($ 7,495 ) |
Recognized as Other comprehen sive income $ - - ( 230 ) - - 1,967 - $ 1,737 $ - - - - $ - |
Exchange differences $ - 2 - - - - 14 $ 16 $ - - - - $ - |
Ending balance |
|
| $ 1,857 1,496 4,078 4,602 2,578 23,174 2,295 $ 40,080 $ 60,966 9,558 1,743 44 $ 72,311 |
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2020
| 2020 | ||||||
|---|---|---|---|---|---|---|
| Deferred income tax assets Temporary differences Gross profit on unrealized sales Leave payment payable Actuarial profit and loss Provision for loss Provisions for loss from inventory falling price and dead stock Exchange differences on translation of foreign operation’s financial statements Unrealized profit or loss on exchange Others Deferred income tax liabilities Temporary differences Investment under the equity method Provision for land appreciation tax Defined benefit retirement plan Others |
Beginning balance $ 779 1,249 3,538 1,967 2,339 18,215 821 7,444 $ 36,352 $ 53,683 9,558 - - $ 63,241 |
Recognized as profit (loss) ( $ 112 ) 66 - 1,534 239 - ( 821 ) 191 $ 1,097 $ 15,771 - 283 511 $ 16,565 |
Recognized as Other comprehen sive income $ - - 770 - - 2,992 - - $ 3,762 $ - - - - $ - |
Exchange differences $ - - - - - - - ( 3,783) ($ 3,783) $ - - - - $ - |
Ending balance |
|
( ( |
$ 667 1,315 4,308 3,501 2,578 21,207 - 3,852 $ 37,428 $ 69,454 9,558 283 511 $ 79,806 |
(5) Approved income tax situation
The Company’s declared cases up to 2018 have been approved by the tax collection authority.
28. Earnings per share
| tax collection authority. Earnings per share |
||||
|---|---|---|---|---|
| Basic earnings per share Diluted earnings per share |
Unit: 2021 $ 0.30 $ 0.28 |
NT$ per share 2020 $ 0.74 $ 0.65 |
||
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When calculating the earnings per share, the impact of the free allotment has been retroactively adjusted, and the book-close date of the free allotment is set on September 15, 2021. Due to retroactive adjustment, the changes of basic and diluted earnings per share for 2020 are as follows:
| Basic earnings per share Diluted earnings per share |
Unit: NT$ per share Before retroactive adjustment After retroactive adjustment $ 0.78 $ 0.74 $ 0.68 $ 0.65 |
|---|---|
The earnings used for calculating earnings per share and weighted average number of common shares are as follows:
Net profit of the current period
| Net profit of the current period | |||
|---|---|---|---|
| Net profit used to calculate basic earnings per share Effect of potential common stock with dilution: After-tax interest on convertible bonds After-tax evaluation loss of convertible corporate bond put/call options Net profit used to calculate diluted earnings per share Number of shares To calculate the weighted average number of shares of common stock for basic earnings per share Effect of potential common stock with dilution: Corporate bond conversion Employees’ remuneration To calculate the weighted average number of shares of common stock for diluted earnings per share |
2021 2020 $ 28,877 $ 69,740 2,576 3,247 304 - $ 31,757 $ 72,987 Unit: thousand shares 2021 2020 97,214 93,802 17,066 18,293 195 382 114,475 112,477 |
||
| 93,802 18,293 382 112,477 |
If the consolidated company has the option to pay employees’ remuneration in shares or cash, the calculation of diluted earnings per share is based on the assumption that the employees’ remuneration will be issued in
69
shares, and the weighted average number of outstanding shares will be included in the calculation of diluted earnings per share when the potential common shares are diluted. When calculating the diluted earnings per share before the issuance of employees’ remuneration shares in the next annual resolution, the dilution effect of such potential common shares shall also be considered.
29. Government subsidy
In May 2020 and May 2021, due to the implementation of the R&D and innovation projects entrusted by the Ministry of Economic Affairs, the Company received subsidies of NT$5,900 thousand and NT$13,720 thousand respectively in accordance with the subsidy approval letters of the Taiwan Small & Medium Enterprise Counseling Foundation referenced Ji No. 1070001330B and the Institute for Information Industry referenced Zi-Chi No. 1090006916. The amounts have been listed as deferred government subsidy income, and the income is recognized according to the actual level of investment in the projects. The subsidy income of NT$6,711 thousand and NT$10,801 thousand were recognized in 2021 and 2020 respectively, and the remaining amount of NT$675 thousand of the projects was returned on August 20, 2021.
30. Capital risk management
The purpose of the consolidated company’s capital management policy is to ensure the Company’s sustainable operation ability, so as to provide a return to shareholders and benefits to other equity holders. To ensure that the above objectives are achieved, the consolidated company must maintain a large amount of capital to meet the needs of the expansion and upgrading of plant and equipment. Therefore, the capital management of the consolidated company is to ensure that necessary financial resources and operation plans are available to meet the needs of working capital, capital expenditure, research and development costs, debt repayment and dividend expenditure in the next 12 months. The consolidated company is not subject to other external capital requirements.
31. Financial Instruments
(1) Fair value information - financial instruments not measured at fair value December 31, 2021
| December 31, 2021 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Financial liabilities Financial liabilities measured at cost after amortization - Second domestic secured convertible corporate bonds - Third domestic unsecured convertible corporate bonds |
Carrying amount |
Fair value | ||||||||
| Level I | Level II | Level III | Total | |||||||
| $ 193,050 32,989 $ 226,039 |
$ - - $ - |
$ 232,106 37,854 $ 269,960 |
$ - - $ - |
$ 232,106 37,854 $ 269,960 |
70
December 31, 2020
| December 31, 2020 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Financial liabilities Financial liabilities measured at cost after amortization - Second domestic secured convertible corporate bonds - Third domestic unsecured convertible corporate bonds |
Carrying amount |
Fair value | ||||||||
| Level 1 | Level 2 $ 223,629 85,243 $ 308,872 |
Level 3 | Total | |||||||
| $ 190,638 70,444 $ 261,082 |
$ - - $ - |
$ - - $ - |
$ 223,629 85,243 $ 308,872 |
In addition to the above, the management of the consolidated company believes that the book value of financial assets and financial liabilities not measured at fair value approaches their fair value or their fair value cannot be reliably measured.
(2) Fair value information - financial instruments measured at fair value on a recurring basis
- Levels of fair value
| ring basis Levels of fair value |
||||||||
|---|---|---|---|---|---|---|---|---|
| December 31, 2021 Financial assets at fair value through profit or loss, mandatorily measured at fair value Wealth management products Limited partnership funds Derivatives December 31, 2020 Financial assets at fair value through profit or loss, mandatorily measured at fair value Wealth management products Derivatives Financial liabilities measure at fair value through income statement Derivatives |
Level 1 $ - - - $ - Level 1 $ - - $ - $ - |
Level 2 $ 58,840 - - $ 58,840 Level 2 $ 59,518 - $ 59,518 $ 4,102 |
Level 3 $ - 7,237 180 $ 7,417 Level 3 $ - 560 $ 560 $ - |
Total | ||||
| $ 58,840 7,237 180 $ 66,257 Total |
||||||||
| $ 59,518 560 $ 60,078 $ 4,102 |
There was no transfer between level I and level II fair value measurements in 2021 and 2020.
71
- Adjustment of financial instruments measured at level 3 fair value January 1 to December 31, 2021
| Financial assets Beginning balance Purchase Recognized as profit (loss) Ending balance |
Measured at fair value through profit and loss Derivatives Limited partnershipfunds $ 560 $ - - 5,000 ( 380) 2,237 $ 180 $ 7,237 |
Measured at fair value through profit and loss Derivatives Limited partnershipfunds $ 560 $ - - 5,000 ( 380) 2,237 $ 180 $ 7,237 |
Measured at fair value through profit and loss Derivatives Limited partnershipfunds $ 560 $ - - 5,000 ( 380) 2,237 $ 180 $ 7,237 |
Measured at fair value through other comprehensive income |
Measured at fair value through other comprehensive income |
|---|---|---|---|---|---|
| Derivatives $ 560 - 380) $ 180 |
Equityinstrument | ||||
( |
$ - - - $ - |
January 1 to December 31, 2020
| Financial assets Beginning balance Recognized as profit (loss) Recognized as Other comprehensive income Ending balance |
Measured at fair value through profit and loss Derivatives Limited partnershipfunds $ - $ - 560 - - - $ 560 $ - |
Measured at fair value through profit and loss Derivatives Limited partnershipfunds $ - $ - 560 - - - $ 560 $ - |
Measured at fair value through profit and loss Derivatives Limited partnershipfunds $ - $ - 560 - - - $ 560 $ - |
Financial assets measured at fair value through other comprehensive income |
Financial assets measured at fair value through other comprehensive income |
|---|---|---|---|---|---|
| Derivatives $ - 560 - $ 560 |
Equityinstrument | ||||
( |
$ 3,586 - 3,586) $ - |
- Evaluation technology and input value of level 2 fair value measurement
Types of financial instruments Evaluation technolo and in ut value gy p Wealth management Discounted Cash Flow Method: discount products according to the discount rate reflecting the final return rate of the financial product issuer.
- Derivatives - exchange Discounted Cash Flow Method: the future rate and interest rate cash flow is estimated according to the swap contracts observable forward exchange rate and interest rate at the end of the period, as well as the exchange rate and interest rate stipulated in the contract, and discounted separately at the discount rate reflecting the credit risk of each counterparty.
72
-
Evaluation technology and input value of level 3 fair value measurement
-
(1) The fair value of derivative instruments - put/call options is estimated by using the binary tree convertible bond evaluation model, and the significant unobservable input value is the stock price volatility. When volatility in stock price increases, the fair value of such derivative instruments increases relatively.
-
(2) Domestic unlisted (non-OTC) stocks and limited partnership funds are evaluated by the asset method, and their fair value is determined by reference to the latest net value of the investee companies/investment objects and the financial and operating conditions of the observable companies; the fair value of such investments will increase as the liquidity discount decreases.
-
-
(3) Types of financial instruments
| December | December | 31, | December 31, | |
|---|---|---|---|---|
| 2021 | 2020 | |||
| Financial assets | ||||
| Measured at fair value | ||||
| through profit and loss | $ | 66,257 |
$ 60,078 | |
| Measured at cost after | ||||
| amortization (note 1) | 1,160,920 | 1,101,501 | ||
| Financial liabilities | ||||
| Measured at fair value | ||||
| through profit and loss | - | 4,102 | ||
| Measured at cost after | ||||
| amortization (note 2) | 1,753,328 | 1,591,370 | ||
| Note 1: Balance refers to financial assets measured | at amortized cost, | |||
| including cash and cash equivalents, | financial | assets measured at | ||
| amortized cost, notes receivable, accounts receivable (including | ||||
| related parties), other receivables | (including related parties, | |||
| excluding tax rebates receivable) and refundable deposits. |
-
Note 2: The balance includes short-term loans, accounts payable (including related parties), other accounts payable (including related parties), corporate bonds payable, long-term loans (including the part due within one year) and guarantee deposits and other financial liabilities measured at amortized cost.
-
(4) Purpose and policy of financial risk management
The main financial instruments of the consolidated company include equity investment, accounts receivable, accounts payable, corporate bonds payable, loans and lease liabilities. The financial management department of
73
the consolidated company provides services for all business units, coordinates the entry into domestic and international financial markets, and supervises and manages the financial risks related to the operation of the consolidated company by analyzing the internal risk report of the exposure according to the risk level and breadth. These risks include market risk (including exchange rate risk and interest rate risk), credit risk and liquidity risk.
1. Market risk
The main financial risk caused by the operating activities of the consolidated company to the consolidated company are the foreign currency exchange rate change risk (refer to (1) below) and the interest rate change risk (refer to (2) below). The consolidated company is engaged in various derivative financial instruments to manage the foreign currency exchange rate and interest rate risk, including:
A. Using foreign exchange forward contracts to avoid the exchange rate risk caused by foreign currency borrowing; </20891
- B. Using interest rate swap to reduce the risk of interest rate rise.
There is no change in the exposure of the consolidated company to the market risk of financial instruments and the management and measurement of such exposure.
- (1) Exchange rate risk
Part of the cash inflow and outflow of the consolidated company is in foreign currency, so it has the effect of natural hedging; the exchange rate risk management of the consolidated company is for the purpose of hedging, not for the purpose of profit.
Please refer to note 35 for the book value of monetary assets and monetary liabilities (including monetary items written off under non-functional currency in the consolidated financial statements) of the consolidated company denominated in non-functional currency on the balance sheet date.
Sensitivity analysis
The consolidated company is mainly affected by the exchange rate fluctuations of US dollar and RMB.
The following table details the sensitivity analysis of the consolidated company when the exchange rate of NT$ (functional currency) against each relevant foreign currency changes by 1%. The sensitivity analysis only includes the monetary items that are
74
in circulation, and the conversion at the end of the period is adjusted by 1% of the exchange rate change. The positive numbers in the following table represent the amount of net profit before tax that will increase when NT$ depreciates by 1% relative to each foreign currency; when NT$ appreciates by 1% relative to each relevant foreign currency, its impact on the net profit before tax will be a negative number of the same amount.
| Profit and loss | The effect of USD/RMB/EUR(note) | The effect of USD/RMB/EUR(note) |
|---|---|---|
| 2021 $ 2,913 |
2020 | |
| $ 2,435 |
Note: It mainly comes from the consolidated company’s cash and cash equivalents, accounts receivable, other receivables, short-term loans, accounts payable and other payables denominated in foreign currencies that are still outstanding on the balance sheet date without cash flow hedging.
The management believes that the sensitivity analysis cannot represent the inherent risk of exchange rate, because the foreign currency exposure on the balance sheet date cannot reflect the medium-term exposure. Therefore, the management will still conduct exchange rate risk management in accordance with the policies of the consolidated company.
(2) Interest rate risk
Interest rate exposure is caused by the fact that entities in the consolidated company borrow funds at fixed and floating rates and hold current and foreign currency bank deposits. The management of the consolidated company shall regularly monitor the interest rate risk. If required, necessary measures shall be taken for significant interest rate risks to control risks arising from the change of market interest rate.
The carrying amounts of the financial assets and financial liabilities of the consolidated company subject to interest rate exposure on the balance sheet date are as follows:
75
| Interest rate risks with fair value - Financial assets - Financial liabilities Interest rate risks with cash flow - Financial assets - Financial liabilities |
December 31, 2021 $ 12,145 754,043 432,286 400,801 |
December 31, 2020 |
|---|---|---|
| $ 4,316 558,426 413,299 463,164 |
Sensitivity analysis
The following sensitivity analysis is based on the interest rate exposure of non-derivative instruments on the balance sheet date. For floating rate assets and liabilities, it is assumed that the amount of assets and liabilities outstanding on the balance sheet date is also outstanding during the reporting period.
If the interest rate increases/decreases by 0.1%, and all other variables remain unchanged, the net profit before tax of the consolidated company in 2021 will increase/decrease by NT$31 thousand; the net profit before tax in 2020 will decrease/increase by NT$50 thousand, mainly due to the risk of interest rate risk exposure of the floating rate assets and liabilities of the Consolidated Company.
2. Credit risk
Credit risk refers to the risk of financial loss caused by default of contractual obligations of the counterparty. As of the balance sheet date, the maximum credit risk exposures (excluding collateral or other credit enhancement tools, and the maximum amount of irrevocable exposure) of the consolidated company that may cause financial losses due to the failure of the counterparty and the financial guarantee provided by the consolidated company mainly come from:
-
(1) Book value of financial assets recognized in the consolidated balance sheet.
-
(2) The amount of contingent liabilities arising from the financial guarantee provided by the consolidated company.
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Operation related credit risk and financial risk are managed separately.
Operation related credit risk
In order to maintain the quality of accounts receivable, the consolidated company has established operations related procedures for credit risk management.
The risk assessment of an individual customer is to consider many factors that may affect the customer’s ability to pay, including the customer’s financial status, the credit rating by credit rating agencies, the consolidated company’s internal credit rating, the historical transaction records and current economic conditions. The consolidated company will also use certain credit enhancement tools, such as advance payment, at the appropriate time to reduce the credit risk of specific customers.
Financial credit risk
The credit risk of bank deposits, fixed income investments and other financial instruments is measured and monitored by the financial department of the consolidated company. Since the trading partners and performing parties of the consolidated company are all banks and financial institutions with good credit, company organizations and government agencies which have no significant performance concern, there is no significant credit risk.
- Liquidity risk
The objective of the consolidated company on the management of the liquidity risk is to maintain the cash and cash equivalents, high liquidity securities and sufficient bank credit facilities required for operation, so as to ensure that the consolidated company has sufficient financial flexibility.
The consolidated company shall regularly review the inventory level, turnover rate of various types of inventory, credit conditions of customers and turnover rate of accounts receivable to control the size of working capital. The cash and cash equivalent level of the group remains moderately loose, and funds are raised in advance according to capital demand and a low debt ratio and financial flexibility are maintained, so as to effectively control the liquidity risk.
- (1) Statement of liquidity and interest rate risk of non-derivative financial liabilities
The maturity analysis of the remaining contracts of non-derivative financial liabilities is based on the undiscounted
77
cash flow (including principal and estimated interest) of financial liabilities on the earliest possible repayment date of the consolidated company. Therefore, the series of bank loans that the consolidated company may be required to repay immediately shall not take into account the probability of the bank executing the right immediately in the earliest period in the table below; the maturity analysis of other non-derivative financial liabilities shall be prepared according to the agreed repayment date.
December 31, 2021
| Less than 1 month Non-derivative financial liabilities No-interest bearing liabilities $ 345,822 Lease liabilities 519 Floating rate liabilities - Fixed rate liabilities 158,645 $ 504,986 December 31, 2020 Less than 1 month Non-derivative financial liabilities No-interest bearing liabilities $ 333,987 Lease liabilities 660 Floating rate liabilities - Fixed rate liabilities 120,067 $ 454,714 |
Less than 1 month |
1~3 months | 3 | months to 1 year |
1~5years | More than 5 years |
Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| $ 200,669 1,010 19,229 215,961 $ 436,869 1~3 months |
3 |
$ 75,010 3,208 131,462 177,361 $ 387,041 months to 1 year |
$ - 5,656 184,293 193,050 $ 382,999 1~5years |
$ - - 84,293 - $ 84,293 More than 5 years |
$ 621,501 10,393 419,277 745,017 $ 1,796,188 Total |
|||||||
| Non-derivative financial liabilities No-interest bearing liabilities Lease liabilities Floating rate liabilities Fixed rate liabilities |
||||||||||||
| $ 333,987 660 - 120,067 $ 454,714 |
$ 180,843 628 23,055 120,186 $ 324,712 |
$ 71,462 1,837 121,955 53,191 $ 248,445 |
$ - 1,523 226,828 272,900 $ 501,251 |
$ - - 105,858 - $ 105,858 |
$ 586,292 4,648 477,696 566,344 $ 1,634,980 |
- (2) Statement of liquidity and interest rate risk of derivative financial liabilities
On the analysis of the liquidity of derivative financial instruments, for the derivative instruments adopting net settlement, it is prepared on the basis of the net cash inflow and outflow of undiscounted contracts. (December 31, 2021: none) December 31, 2020
| Net settlement Exchange rate swap |
On demand or less than 1 month |
On demand or less than 1 month |
1~3 months | 1~3 months | 3 months to 1year |
3 months to 1year |
1~5years | More than 5 years |
More than 5 years |
|
|---|---|---|---|---|---|---|---|---|---|---|
| ( | $ 33 ) |
( | $ 66 ) |
( | $ 295 ) |
( | $ 3,708 ) |
$ - |
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(3) Credit facilities
| Credit facilities | |||
|---|---|---|---|
| Short-term bank credit facilities - Amount used - Amount unused |
December 31, 2021 $ 851,452 580,292 $ 1,431,744 |
December 31, 2020 |
|
| $ 628,271 368,810 $ 997,081 |
32. Related party transactions
Transactions, account balances, gains and expenses between the Company and its subsidiaries (which are related parties of the Company) are eliminated in full at the time of consolidation, so they are not disclosed in this note. The transactions between the consolidated company and other related parties are as follows:
- (1) Name and relationship of related parties
| Name of relatedparty Adhesive Technologies, Inc. (Adhesive Technologies)Wuxi More Tex Technology Co., Ltd. (Wuxi More Tex) Tex Year Industrial Adhesives Pvt. Ltd. (Tex Year IndustrialAdhesives )Wood Glue Industrial Co., Ltd. Taicera Enterprise Company (Taicera)Vic Hung Petroleum Chemical Co., Ltd JPT Cooperation (JPT Cooperation) Taiwan Tex Year Association for Social Welfare (Tex Year Association) |
Relationship with the consolidated company |
|---|---|
| Corporate director of the Company Joint venture Joint venture The chairman of this company is a director of the Company The chairman of this company is a director of the Company The chairperson of this company is the spouse of a director of the Company. The chairman of this company is a director of the Company (Non-related party since July 1, 2020) Other related parties |
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(2) Operating income
| Operating income | |||||
|---|---|---|---|---|---|
| Account items Sales revenue |
Category/name of relatedparty The Company’s corporate directorAdhesive Technologies Joint venture Tex Year Industrial Adhesives Wuxi More Tex The chairman of this company is a director of the Company Other related parties The chairperson of this company is the spouse of a director of the Company. |
2021 $ 73,345 16,325 - 217 10 6 $ 89,903 |
2020 | ||
| $ 105,455 18,341 1,218 - - - $ 125,014 |
For related parties, except part of the products which have the same selling prices as those of general customers, the selling prices of other products are increased by a certain proportion according to the product type and cost and based on the individual credit conditions of related parties. (3) Purchase
Category/name of related
| Purchase Category/name of related |
||||
|---|---|---|---|---|
| party Joint venture Wuxi More Tex The chairman of this company is a director of the Company Wood Glue Industrial Co., Ltd. JPT Cooperation |
2021 $ - 74 - $ 74 |
2020 | ||
| $ 198,791 37 4 $ 198,832 |
For related parties, except part of the products which have the same selling prices as those of general customers, the selling prices of other products are increased by a certain proportion.
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(4) Receivables from related parties
| Account items Accounts receivable - related parties |
Category/name of relatedparty Corporate director of the Company Adhesive Technologies Joint venture Tex Year Industrial Adhesives |
December 31, 2021 $ 16,092 5,584 $ 21,676 |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|---|
| $ 29,838 7,843 $ 37,681 |
The consolidated company sells goods to the corporate director of the Company, and the term of collection is 75-day T/T remittance upon arrival of goods; the consolidated company sells goods to the joint venture partner, and the term of collection is 90 day T/T remittance upon arrival of goods.
Guarantees for the outstanding receivables from related parties are not collected.
- (5) Payables to related parties
| collected. Payables to related |
parties | |||
|---|---|---|---|---|
| Account items Accounts payable - related parties |
Category/name of relatedparty Joint venture Wuxi More Tex |
December 31, 2021 $ - |
December 31, 2020 |
|
| $ 26,942 |
The consolidated company purchases goods from the joint venture, and the term of collection is 90-day T/T remittance upon arrival of goods
Guarantees for the balance of outstanding payables to related parties are not collected.
(6) Others
The balance of other receivables from related parties on the balance sheet date is as follows:
| sheet date is as follows: | |||
|---|---|---|---|
| Category/name of related party Joint venture Wuxi More Tex Tex Year Industrial Adhesives |
December 31, 2021 $ - 411 $ 411 |
December 31, 2020 |
|
| $ 703 730 $ 1,433 |
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Other receivables are funds and advances for technical management services provided by the consolidated company.
Management and technical service fee income (posted under other income) is as follows:
Category/name of related
| income) is as follows: Category/name of related |
|||||
|---|---|---|---|---|---|
| (7) | party Joint venture Wuxi More Tex Tex Year Industrial Adhesives Operating expenses: Category/name of related party Joint venture Wuxi More Tex Rewards to key management Short-term employee benefits Post-employment benefits |
2021 $ - 1,179 $ 1,179 2021 $ 812 2021 $ 17,994 1,427 $ 19,421 |
2020 | ||
| $ 5,475 1,201 $ 6,676 2020 |
|||||
| $ 570 2020 |
|||||
| $ 19,967 2,595 $ 22,562 |
The compensation of directors and other key management is determined
by the Compensation Committee in accordance with individual performance and market trends.
33. Pledged assets
The following assets of the Consolidated Company have been provided as collateral for bank loans and letters of credit:
| Land Houses and buildings - net Inventories |
December 31, 2021 $ 100,291 458,437 52,885 $ 611,613 |
December 31, 2020 |
December 31, 2020 |
|---|---|---|---|
| $ 101,348 391,793 39,510 $ 532,651 |
- Significant contingent liabilities and unrecognized contractual commitments
Except as stated in other notes, the consolidated company has the following major commitments and contingencies on the balance sheet date:
82
- (1) Amount of unused letter of credit opened:
| Amount of unused letter of credit | opened: | |
|---|---|---|
| NTD USD JPY |
December 31, 2021 $ - 101 - |
December 31, 2020 |
| $ 41,249 7,131 254 |
-
(2) The Consolidated Company appointed banks as the guarantor of performance, customs duty and goods tax bookkeeping. The guarantee amounts as of December 31, 2021 and 2020 were NT$12,000 thousand and NT$29,620 thousand respectively.
-
Information on foreign currency financial assets and liabilities with significant impact
The following information is summarized and expressed in foreign currencies other than the functional currencies of each entity of the consolidated company. The disclosed exchange rate refers to the exchange rate converted from such foreign currencies to the functional currencies. Foreign currency assets and liabilities with significant impact are as follows: December 31, 2021
| Foreign currencyassets Monetary items USD USD USD USD EUR EUR JPY JPY JPY RMB GBP Non-monetary items Joint venture under the equity method RMB INR |
Foreign currency $ 8,030 1,384 192 2,117 2,256 1,824 42,845 3,245 12,757 31,776 16 14,123 67,606 |
Exchange rate 27.6600 (USD: NTD) 7.7966 (USD:HKD) 23,050.00 (USD:VND) 6.3757 (USD: RMB) 31.2300 (EUR:NTD) 4.5994 (EUR:PLN) 0.2409 (JPY:NTD) 200.7500 (JPY:VND) 0.0541 (JPY:RMB) 4.3450 (RMB:NTD) 37.1297 (GBP:NTD) 4.3450 (RMB:NTD) 0.3698 (IDR:NTD) |
Functional currency $ 222,117 10,787 4,428,095 13,495 70,468 8,391 10,321 651,434 690 138,068 583 61,364 25,001 |
NTD | |
|---|---|---|---|---|---|
| $ 222,117 38,317 5,314 58,637 70,468 56,899 10,321 782 3,000 138,068 583 $ 604,506 $ 61,364 25,001 $ 86,365 |
83
| Foreign currency liabilities Monetary items USD 2,625 27.6600 (USD:NTD) 72,612 USD 463 7.7966 (USD:HKD) 3,613 USD 636 23,050.00 (USD:VND) 14,658,494 USD 5,325 6.3757 (USD:RMB) 33,948 USD 89 4.0600 (USD:PLN) 362 EUR 1,305 4.5994 (EUR:PLN) 6,001 EUR 36 7.2197 (EUR:RMB) 259 JPY 5,654 0.2409 (JPY:NTD) 1,362 JPY 3,853 200.7500 (JPY:VND) 773,464 JPY 12,537 0.0541 (JPY:RMB) 678 HKD 167 0.8176 (HKD:RMB) 137 RMB 706 4.3450 (RMB:NTD) 3,067 RMB 149 1.2237 (RMB:HKD) 182 GBP 74 37.1297 (GBP:NTD) 2,744 |
$ 72,612 12,834 17,590 147,503 2,458 40,694 1,125 1,362 928 2,948 595 3,067 647 2,744 |
|---|---|
| $ 307,107 |
December 31, 2020
| Foreign currencyassets Monetary items USD USD USD USD EUR EUR JPY JPY JPY RMB Non-monetary items Joint venture under the equity method RMB INR |
Foreign currency $ 8,857 1,396 206 1,883 1,543 2,811 9,735 4,388 6,843 12,191 23,683 58,274 |
Exchange rate 28.0900 (USD:NTD) 7.7526 (USD:HKD) 23,408.33 (USD:VND) 6.5249 (USD:RMB) 34.5600 (EUR: NTD) 4.5268 (EUR:PLN) 0.2725 (JPY:NTD) 227.0833 (JPY:VND) 0.0632 (JPY:RMB) 4.3160 (RMB:NTD) 4.3160 (RMB:NTD) 0.3837 (IDR:NTD) |
Functional currency $ 248,802 10,826 4,816,423 12,290 53,317 12,723 2,653 996,442 433 52,618 102,214 22,360 |
NTD | |
|---|---|---|---|---|---|
| $ 248,802 39,235 5,780 53,042 53,317 96,131 2,653 1,196 1,868 52,618 $ 554,642 $ 102,214 22,360 $ 124,574 |
84
| Foreign currency liabilities Monetary items USD 1,058 28.0900 (USD:NTD) 29,715 USD 451 7.7526 (USD:HKD) 3,499 USD 1,141 23,408.33 (USD:VND) 26,703,420 USD 4,692 6.5249 (USD:RMB) 30,614 EUR 2,831 4.5268 (EUR:PLN) 12,815 JPY 25,387 0.2725 (JPY:NTD) 6,918 JPY 2,973 227.0833 (JPY:VND) 675,089 RMB 317 4.3160 (RMB:NTD) 1,366 RMB 149 1.1888 (RMB:HKD) 177 |
$ 29,715 12,679 32,044 132,131 96,826 6,918 810 1,366 642 |
|---|---|
| $ 313,131 |
The foreign currency exchange losses (realized and unrealized) of the Consolidated Company in 2021 and 2020 were NT$7,859 thousand and NT$2,570 thousand respectively. Due to the wide variety of foreign currency transactions and functional currencies of the Group’s entities, it is impossible to disclose the exchange gains and losses by each foreign currency with significant impact.
36. Disclosure in notes
-
(1) Major transactions and (2) related information on reinvested enterprises:
-
Loan of funds to others (Table 1).
-
Endorsements/guarantees for others (Table 2).
-
Securities held at the end of the period (excluding investment in subsidiaries and affiliated enterprises and equity of joint ventures) (Table 3).
-
The cumulative purchase or sale of the same securities amounted to NT$300 million or more than 20% of the paid-in capital: none.
-
The amount of real estate acquired is NT$300 million or more than 20% of the paid-in capital: none.
-
The amount of real estate disposed of is NT$300 million or more than 20% of the paid-in capital: none.
-
The amount of purchases and sales with related parties reaches NT$100 million or more than 20% of the paid-in capital: (Table 4).
-
Receivables from related parties amount to NT$100 million or more than 20% of the paid-in capital: none.
-
Engagement in derivatives transactions (Note 7).
-
Others: Business relationship between the parent and the subsidiary companies and among subsidiaries, as well as important transactions and amounts (Table 5).
85
11. Information of invested company (Table 6).
-
(3) Mainland China Investment Information:
-
Name of the invested company in mainland China, main business items, paid-in capital, investment method, capital emitted in and out, shareholding ratio, investment profit and loss, period-end investment book amount, repatriated investment profit or loss and investment limit in mainland China (Table 7).
-
Major transactions with the mainland China invested company directly or indirectly through a third region, and their prices, payment terms, unrealized profits and losses: (Table 1, Table 2, Table 4, and Table 5)
-
(1) Purchase amount and percentage, and period-end balance and percentage of related payables.
-
(2) Amount and percentage of goods sold, and period-end balance and percentage of related receivables.
-
(3) The amount of asset transaction and the profit or loss arising therefrom.
-
(4) The period-end balance and the purpose of bill endorsement / guarantee or provision of collateral.
-
(5) The maximum balance of financing, the period-end balance, the interest rate range and the total interest of the current period.
-
(6) Other transactions that have a significant impact on the current income or financial position.
-
-
-
(4) Information of major shareholders: names, shareholdings and proportions of shareholders with a shareholding ratio of more than 5% (Table 8).
-
Segment Information
In accordance with the provisions of IFRS 8 “Operating segments”, the reporting segments of the Company and its subsidiaries shall include the three segments including the chemical business in Taiwan, the mainland China business and others.
86
(1) Segment revenue and operating results
The revenue and operating results of the consolidated company are analyzed according to the reporting segment as follows:
| January 1 to December 31, 2021 Revenue from external customers Intersegmental revenue Segmental revenue Internal write-off Consolidated revenue Segment income Share of joint venture income under the equity method Net profit before tax January 1 to December 31, 2020 Revenue from external customers Intersegmental revenue Segmental revenue Internal write-off Consolidated revenue Segment income Share of joint venture income under the equity method Net profit before tax |
Taiwan $ 1,242,717 322,016 1,564,733 322,016) $ 1,242,717 $ 2,643 $ 1,087,364 163,712 1,251,076 163,712) $ 1,087,364 $ 9,777) |
Mainland China $ 1,902,243 645,007 2,547,250 645,007) $ 1,902,243 $ 45,854 $ 1,706,293 527,348 2,233,641 527,348) $ 1,706,293 $ 138,045 |
Others $ 405,422 53,692 459,114 53,692) $ 405,422 $ 13,714 $ 369,011 61,442 430,453 61,442) $ 369,011 $ 20,575 |
Total | ||||
|---|---|---|---|---|---|---|---|---|
( ( ( |
( ( |
( ( |
( ( ( ( |
$ 3,550,382 1,020,715 4,571,097 1,020,715) $ 3,550,382 $ 62,211 6,170) $ 56,041 $ 3,162,668 752,202 3,915,170 752,502) $ 3,162,668 $ 148,843 4,400) $ 144,443 |
Segment income refers to the profit earned by each segment, excluding the share of joint venture income recognized by equity method and income tax expense which are to be apportioned. This measured amount is to serve as a reference to key operational decision makers to allocate resources to segments and assess their performance.
87
(2) Total segment assets
| Total segment assets | |||
|---|---|---|---|
| Segment assets Segments with continuing business Notes receivable - Chemical business in Taiwan - Mainland China business -Others Accounts receivable - Chemical business in Taiwan - Mainland China business -Others Accounts receivable - related parties - Chemical business in Taiwan - Mainland China business Inventories - Chemical business in Taiwan - Mainland China business -Others Property, plant and equipment - Chemical business in Taiwan - Mainland China business -Others Total unamortized assets Total assets |
December 31, 2021 $ 12,794 6,666 7,165 26,625 $ 214,280 377,424 51,554 643,258 19,528 2,148 21,676 183,056 374,430 135,457 692,943 488,387 381,035 117,021 986,443 909,704 $ 3,280,649 |
December 31, 2020 |
|
| $ 10,195 5,745 8,208 24,148 $ 153,514 385,754 58,726 597,994 32,334 5,347 37,681 142,666 297,107 102,132 541,905 496,302 366,798 143,258 1,006,358 847,901 $ 3,055,987 |
88
For the purpose of monitoring departmental performance and allocating resources to various departments, financial assets at fair value through profit or loss, excluding cash and cash equivalents - current and non-current, financial assets measured at amortized cost - non-current, other account receivables (including related parties), other current assets, financial assets measured at fair value through other comprehensive income - non-current, investments by the equity method, intangible assets, right-of-use assets, deferred tax assets, prepayment for equipment and all others assets other than non-current assets are allocated to reportable sectors. The assets shared by the reporting segments are to be shared based on the income earned by each reporting segment.
(3) Revenue from major products and services
An analysis of the Consolidated Company’s major product revenues is as follows:
| as follows: | ||||
|---|---|---|---|---|
| Hot melt adhesives Other adhesives Others |
2021 $ 2,676,616 487,976 385,790 $ 3,550,382 |
2020 | ||
| $ 2,405,288 408,957 348,423 $ 3,162,668 |
(4) Regional information
The consolidated company operates primarily in Taiwan and Asia.
The consolidated company’s revenue from external customers by location of sales and non-current assets by location of assets are as follows:
Revenue from external
| Revenue from external | Revenue from external | |||||
|---|---|---|---|---|---|---|
| Taiwan Asia Europe America Others |
customers 2021 2020 $ 479,825 $ 392,000 2,307,738 2,013,880 325,307 300,234 260,147 260,461 177,365 196,093 $ 3,550,382 $ 3,162,668 |
Non-current assets | ||||
| 2021 $ 479,825 2,307,738 325,307 260,147 177,365 $ 3,550,382 |
December 31, 2021 $ 548,012 513,677 107,180 - - $ 1,168,869 |
December 31, 2020 |
||||
| $ 512,157 475,154 129,888 - - $ 1,117,199 |
Non-current assets do not include investments classified as using the equity method, financial assets at fair value through profit or loss – non-current, financial assets measured at fair value through other comprehensive income – non-current, financial assets measured at amortized cost – non-current and deferred income tax assets.
89
(5) Major client information
In 2021 and 2020, there was no revenue from any other single customer reaching more than 10% of the total revenue of the Consolidated Company.
90
Tex Year Industries Inc. and Subsidiaries
Loans of funds to others
January 1 to December 31, 2021
Table 1
In thousand of New Taiwan Dollars, unless otherwise noted.
| Serial No. (Note 1) |
Lending company | Loan recipient | Transaction item (Note 2) |
Related party or not |
Maximum balance of the current period (Note 3) |
Ending balance (Note 8) |
Actual drawdown amount (Note 9) |
Interest rate range |
Loan nature (Note 4) |
Business transaction amount (Note 5) |
Reason for short-term financing (Note 6) |
Provisions for bad debts |
Collateral | Collateral | Loans and limits to individual objects (Note 7) |
Loan and total limit (Note 7) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Value | ||||||||||||||||
| 0 0 0 1 2 |
Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Technology Corp. Tex Year (Hong Kong) Ltd. |
Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co.,Ltd. |
Other receivables - related party - other Other receivables - related party - other Other receivables - related party - other Other receivables - related party - other Other receivables - related party - other |
Yes Yes Yes Yes Yes |
$ 34,000 34,000 50,000 20,000 43,000 |
$ 34,000 34,000 50,000 20,000 43,000 |
$ 21,725 (RMB5,000 thousand) 30,415 (RMB7,000 thousand) - 15,208 (RMB3,500 thousand) |
3% 2.5-3% 2.5-3% 2.5-3% 2.5-3% |
Short term financing funds Short term financing funds Short term financing funds Short term financing funds Short term financing funds |
$ - - - - - |
Operation turnover Operation turnover Operation turnover Operation turnover Operation turnover |
$ - - - - - |
----- |
----- |
$ 240,192 240,192 240,192 940,733 76,144 |
$ 480,384 480,384 480,384 940,733 76,144 |
Note 1: The description of the number column is as follows:
-
(1) Fill in 0 for the issuer.
-
(2) Investee companies are numbered in sequence in each company type starting from Arabic numeral 1.
Note 2: This field must be filled in for accounts receivable from affiliated enterprises, receivables from related parties, transactions with shareholders, prepayments, provisional payments, etc. if the nature is loan to others. Note 3: The maximum balance of loans to others in the current year.
Note 4: The loan nature shall be filled in if it is a business transaction or if there is a need for short-term financing.
-
Note 5: Where the nature of the loan is a business transaction, the amount of the business transaction shall be filled in. The business transaction amount refers to the amount of business transactions between the lending company and the loan recipient in the most recent year.
-
Note 6: If the nature of the loan is necessary for short-term financing, the reason for the loan and the purpose of the loan borrower shall be specified, such as loan repayment, purchase of equipment, business turnover, etc.
-
Note 7: In accordance with the Company’s Procedures for Loans to Others, the total amount of loans shall not exceed 50% of the Company’s net value, but the total amount of loans to others due to the need for short-term financing between companies or with firms shall not exceed 40% of the Company’s net value. The amount of individual loans to companies or firms that have the need for short-term financing shall not exceed 20% of the net value of the Company. When fund lending is needed due to short-term financing by foreign companies in which the Company directly or indirectly holds 100% of the voting shares, the loan amount is not subject to the restrictions above, but shall not exceed the net value of the Company. Tex Year Technology Corp. has a net loan amount of NTD 940,733 thousand, which is NTD 4,020 thousand different from the book amount of NTD 936,713 thousand held by the Company in Table 6; the difference is the unrealized gross profit on sales; Tex Year (Hong Kong) Ltd. has a net loan amount of NTD 76,144 thousand, which is NTD 602 thousand different from the book amount of NTD 75,542 thousand held by the Company in Table 6; the difference is the unrealized gross profit on sales.
-
Note 8: If a public company submits its lending to the board of directors’ meeting for resolution one by one in accordance with paragraph 1, Article 14 of the Regulations Governing Loaning of Funds and Making of Endorsements/Guarantees by Public Companies, the amount of the resolution of the board of directors’ meeting shall be included in the announced balance to disclose the risks it bears before the funds are lent out; if the funds are repaid later, the balance after repayment shall be disclosed to reflect the adjustment of risks. If the board of directors’ meeting of a public company authorizes the chairman of the board to extend loans in several trenches or recycle the loan balance within a certain limit in a year in accordance with paragraph 2, Article 14 of the Regulations, the loan limit approved by the board of directors’ meeting shall still be used as the balance for the public announcement and declaration. Although the funds will be repaid later, other loans may still be extended again, so the loan limit approved by the board of directors’ meeting shall still be used as the balance for the public announcement and declaration.
-
Note 9: It is converted according to the exchange rate between RMB and USD as of December 31, 2021.
91
Tex Year Industries Inc. and Subsidiaries Endorsements/guarantees for others January 1 to December 31, 2021
Table 2
In thousand of New Taiwan Dollars, unless otherwise noted.
| Serial No. (Note 1) |
Name of the Name |
Endorsement/guarantee object | Endorsement/guarantee object | Limit of endorsement/ guarantee to a single enterprise (note 3) |
Maximum balance of the current period endorsement/ guarantee (Note 4) |
Ending balance of endorsement/ guarantee (Note 5) |
Actual drawdown amount (Note 6) |
Amount of endorsements/guara ntees secured by property |
Ratio of accumulated endorsements/ guarantees to the net value of the latest financial statements(%) |
to a single Limit of (Note 3) |
Endorsem ents/guar antees from parent company to a single (Note 7) |
Endorsem ents/guar antees from subsidiari es to to a single (Note 7) |
Endorsem ents/guar antees to mainland China to a single (Note 7) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Relationship (note 2) |
|||||||||||||
| 0 0 0 0 0 0 |
Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. |
Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Europe Sp. z o. o. Tex Year Vietnam Co., Ltd. Shanghai Chuangzhi Environmental Tech Co.,Ltd. |
2 2 2 2 2 2 |
$ 360,288 360,288 360,288 240,192 240,192 240,192 |
$ 52,248 ( RMB 12,000 thousand ) 85,500 ( USD3,000 thousand) 86,680 ( RMB 20,000 thousand ) 67,860 ( EUR2,000 thousand) 75,525 ( USD2,650 thousand) 1,744 (RMB 400 thousand) |
$ 52,140 ( RMB 12,000 thousand ) 82,980 ( USD3,000 thousand) 56,485 ( RMB 13,000 thousand ) 62,460 ( EUR2,000 thousand) 73,299 ( USD2,650 thousand) 1,738 (RMB 400 thousand) |
$ 19,994 ( USD 723 thousand ) 55,320 ( USD2,000 thousand) 59,747 ( RMB 13,751 thousand ) 62,460 ( EUR2,000 thousand) 11,841 ( USD 428 thousand ) 1,738 (RMB 400 thousand) |
$ - - - - - - |
4.34% 6.91% 4.70% 5.20% 6.10% 0.14% |
$ 600,481 600,481 600,481 600,481 600,481 600,481 |
Y Y Y Y Y Y |
N N N N N N |
Y Y Y N N Y |
Note 8 Note 8 Note 8 |
Note 1: The description of the number column is as follows:
-
(1) Fill in 0 for the issuer.
-
(2) Investee companies are numbered in sequence in each company type starting from Arabic numeral 1.
-
Note 2: There are 7 kinds of relations between the endorsement guarantor and the endorsement/guarantee object indicated as follows:
-
(1) A company with business contacts.
-
(2) A company in which the Company directly or indirectly holds more than 50% of the voting shares.
-
(3) A company that directly or indirectly holds more than 50% of the voting shares of the Company.
-
(4) Between companies in which the Company directly or indirectly holds more than 90% of the voting shares.
-
(5) A company with mutual guarantees in accordance with the contract which is in the same industry or a joint producer for the purpose of contracting the project.
-
(6) A company that has been endorsed/guaranteed by all the contributing shareholders in accordance with their shareholding ratios due to a joint investment relationship.
-
(7) Joint and several guarantees for the performance of a contract for the sale of pre-sold houses among companies in the same industry in accordance with the provisions of the Consumer Protection Act.
-
Note 3: The Company’s “Procedures for Endorsements/Guarantees” stipulates that the total amount of external endorsements/guarantees shall not exceed 50% of the Company’s net value, and the limit of endorsements/guarantees for a single enterprise is 20% of the Company’s net value; for subsidiaries in which the Company directly or indirectly holds 100% of the shares, the limit is 30% of the Company’s net value.
Note 4: The maximum balance of endorsements/guarantees for others in the current year.
- Note 5: The amount approved by the board of directors’ meeting shall be filled in. However, if the board of directors’ meeting authorizes the chairman of the board to make a decision in accordance with paragraph 8, Article 12 of the Regulations Governing Loaning of Funds and Making of Endorsements/ Guarantees by Public Companies, it refers to the amount decided by the chairman of the board.
Note 6: The actual amount of the Company’s disbursement within the range of using the balance of the endorsements/ guarantees shall be entered.
- Note 7: Y is required only for those which are endorsements/guarantees of a listed parent company to subsidiaries, endorsements/guarantees of subsidiaries to a listed parent company, and endorsements/guarantees in mainland China. Note 8: Among them, RMB13,000 thousand is the credit line E.Sun Bank shared by Tex Year Fine Chemical (Guangzhou) Co., Ltd. and Tex Year Technology (Jiangsu) Co., Ltd.
92
Tex Year Industries Inc. and Subsidiaries
Securities held at the end of the period December 31, 2021
Table 3
Unit: in NT$ thousand, unless otherwise noted.
| Holding company | Types and names of securities (note 1) |
Relationship with the securities issuer (note 2) |
Account items | End ofperiod | End ofperiod | Remarks | ||
|---|---|---|---|---|---|---|---|---|
| Unit/share (thousand shares) |
Book amount (Note 3) |
Shareholdin gratio(%) |
Fair value | |||||
| Tex Year Industries Inc. Tex Year Industries Inc. |
Acute Touch Technology Co., Ltd Innolux Development Venture Capital Limited partnership |
- - |
Financial assets measured at fair value through other comprehensive income - non-current Financial assets at fair value through profit or loss - non-current |
1,500 5,000 |
$ - 7,237 |
3.00 1.75 |
$ - 7,237 |
Note 4 Note 4 |
Note 1: The term “securities” in this table refers to the stocks, bonds, beneficiary certificates and securities derived from the above items within the scope of IFRS 9 “Financial instruments.” Note 2: If the issuer of securities is not a related party, this column is not required to be filled in.
Note 3: If measured at fair value, the book amount is the book balance after adjustment of fair value evaluation and deduction of loss provision; if not measured at fair value, the book amount is the book balance of cost after amortization (after deduction of loss provision).
Note 4: There is no pledge.
Note 5: Please refer to attached Tables 6 and 7 for information on investment in subsidiaries, affiliated enterprises and equity joint ventures.
93
Tex Year Industries Inc. and Subsidiaries
The amount of goods purchased or sold with related parties is NT$100 million or more than 20% of the paid-in capital: January 1 to December 31, 2021
Table 4
In thousand of New Taiwan Dollars, unless otherwise noted.
| Purchase (Sales) company |
Transaction counterparty |
Relationship | Transaction situation | Transaction situation | Trading conditions are different from normal trading Situation and reasons |
Trading conditions are different from normal trading Situation and reasons |
Accounts and notes receivable (payable) |
Accounts and notes receivable (payable) |
Remarks | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Purchase (Sales) |
Amount | Amounted to purchase (sales) Percentage % |
Credit period |
Unit price | Credit period | Balance | % of total notes and accounts receivable (payable) |
||||
| Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Industries Inc. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. |
Tex Year Industries Inc. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. |
Parent company 100% subsidiary of the Company 100% subsidiary of the Company Parent company Associated company Associated company Associated company Associated company |
Purchase Sales Sales Purchase Purchase Sales Purchase Sales |
$ 131,366 ( 131,366 ) ( 158,091 ) 158,091 125,239 ( 125,239 ) 227,960 ( 227,960 ) |
4% ( 4% ) ( 4% ) 4% 3% ( 4% ) 6% ( 7% ) |
-------- |
Cost markup Cost markup Cost markup Cost markup Cost markup Cost markup Cost markup Cost markup |
Credit on 120 days Credit on 120 days Credit on 120 days Credit on 120 days Credit on 120 days Credit on 120 days Credit on 120 days Credit on 120 days |
( $ 22,477 ) 22,477 15,350 ( 15,350 ) ( 34,775 ) 34,775 ( 17,805 ) 17,805 |
( 5% ) 3% 2% ( 3% ) ( 7% ) 5% ( 4% ) 3% |
94
Tex Year Industries Inc. and Subsidiaries
Business relationship between the parent and the subsidiary companies and among subsidiaries, as well as important transactions and amounts January 1 to December 31, 2021
Table 5
In thousand of New Taiwan Dollars, unless otherwise noted.
| Serial No. (Note 1) |
Name of counterparty | Transaction counterparty | Relationship with the counterparty (Note 2) |
Transaction situation | Transaction situation | ||
|---|---|---|---|---|---|---|---|
| Accounting subject | Amount (Note 4) |
Terms of transaction | Ratio to total consolidated revenue or total assets (Note 3 and 5) |
||||
| 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 1 1 1 1 1 1 1 |
Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Industries Inc. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical(Guangzhou)Co.,Ltd. |
Tex Year(Hong Kong)Ltd.Tex Year (Hong Kong)Ltd.Tex Year (Hong Kong)Ltd.Tex Year Vietnam Co., Ltd. Tex Year Vietnam Co., Ltd. Tex Year Vietnam Co., Ltd. Tex Year Vietnam Co., Ltd. Tex Year Europe Sp. z o. o. Tex Year Europe Sp. z o. o. Wuxi Tex Year International Trading Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year (Hong Kong)Ltd.Wuxi Tex Year International Trading Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu)Co.,Ltd. |
1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 3 3 3 3 3 3 3 3 |
Accounts receivable Operating income Management service income Accounts payable Other receivable Operating income Purchase Accounts receivable Operating income Operating income Accounts payable Accounts receivable Operating income Purchase Operating income Accounts receivable Other receivable Purchase Accounts receivable Operating income Purchase Accounts payable Accounts receivable Operating income Purchase |
$ 12,015 42,255 1,930 17,307 1,959 9,660 42,941 20,682 89,388 21,259 3,371 22,477 131,366 24,161 28,089 6,842 52,761 1,825 15,350 158,091 5,934 34,775 9,485 27,805 125,239 |
-Cost markup ---Cost markup Cost markup -Cost markup Cost markup --Cost markup Cost markup Cost markup --Cost markup -Cost markup Cost markup --Cost markup Cost markup |
0.4% 1.2% 0.1% 0.5% 0.1% 0.3% 1.2% 0.6% 2.5% 0.6% 0.1% 0.7% 3.7% 0.7% 0.8% 0.8% 1.6% 0.1% 0.5% 4.4% 0.2% 1.1% 0.3% 0.8% 3.5% |
(Continue)
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(Continue)
| Serial No. (Note 1) |
Name of counterparty | Transaction counterparty | Relationship with the counterparty (Note 2) |
Transaction situation | Transaction situation | ||
|---|---|---|---|---|---|---|---|
| Accounting subject | Amount (Note 4) |
Terms of transaction | Ratio to total consolidated revenue or total assets (Note 3 and 5) |
||||
| 1 1 2 2 2 3 3 3 3 3 4 5 |
Tex Year Fine Chemical (Guangzhou) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Vietnam Co.,Ltd. |
Tex Year Vietnam Co., Ltd. Tex Year Europe Sp. z o. o. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Vietnam Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Jiangsu C&M Filtration Solutions Ltd. Jiangsu C&M Filtration Solutions Ltd. Jiangsu C&M Filtration Solutions Ltd. Tex Year Technology Corp. Tex Year Europe Sp. z o. o. |
3 3 3 3 3 3 3 3 3 3 3 3 |
Operating income Operating income Accounts payable Purchase Purchase Purchase Accounts payable Accounts payable Operating income Purchase Other payable Operatingincome |
$ 2,204 4,239 17,805 227,960 6,219 16,557 1,764 47,685 5,975 42,087 15,208 1,894 |
Cost markup Cost markup -Cost markup Cost markup Cost markup --Cost markup Cost markup -Cost markup |
0.1% 0.1% 0.5% 6.4% 0.2% 0.5% 0.1% 1.5% 0.2% 1.2% 0.5% 0.1% |
-
Note 1: The business information between the parent company and the subsidiaries shall be indicated in the number column respectively, and the number shall be filled in as follows: 1. Fill in 0 for the parent company.
-
Subsidiaries are numbered in sequence in each company type starting from Arabic numeral 1.
Note 2: There are three types of relationships with traders as follows; simply indicate the number:
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Parent company and subsidiary company.
-
Subsidiary company and parent company.
-
Subsidiary company and subsidiary company.
Note 3: For the calculation of the ratio of the transaction amount to the total consolidated revenue or total assets, if it belongs to the account of assets and liabilities, it shall be calculated in the way that the ending balance accounts for the total consolidated assets; if it belongs to the account of income, it shall be calculated in the way that the accumulated amount in the period accounts for the total consolidated revenue.
Note 4: The related transactions have been written off in the consolidated financial statements.
Note 5: All other transactions account for less than 0.1% of the total consolidated assets or total consolidated revenue, and will not be disclosed.
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Tex Year Industries Inc. and Subsidiaries
Name of investment company, location, etc.
January 1 to December 31, 2021
Table 6
In thousand of New Taiwan Dollars, unless otherwise noted.
| Name of investment company | Name of investee |
Location | Main business items | Original investment amount(note 1) | Original investment amount(note 1) | Held at end of theperiod | Held at end of theperiod | Held at end of theperiod | Investee Profit (loss) of the current period |
Recognized in the current period Investment profit (loss) |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|
| End of the period | End of last year | Number of shares (1,000 shares) |
Percentage % |
Carrying amount (Note 2) |
|||||||
| Tex Year Industries Inc. Tex Year International (SAMOA) Corp. Tex Year (Hong Kong) Ltd. |
Tex Year International (SAMOA) Corp. Tex Year(Hong Kong)Ltd. Tex Year Vietnam Co., Ltd. Tex Year Industrial Adhesives Pvt. Ltd. Tex Year Europe Sp. z o. o. Tex Year Technology (Samoa) Corp. Tex Year Technology (Samoa) Corp. |
Samoa Hong Kong Vietnam India Poland Samoa Samoa |
Holding company Sales of hot melt adhesive, adhesive and various appliances Manufacturing and trading of hot melt adhesives and water adhesives Sales and manufacturing of hot melt adhesive, sales of adhesive and various appliances R&D, production and sales of hot melt adhesives Holding company Holding company |
$ 782,923 ( USD24,500 thousand ) 33,735 ( USD 1,000 thousand ) 44,920 ( USD 1,440 thousand ) 15,029 ( USD 500 thousand ) 145,537 ( PLN17,600 thousand ) 782,923 ( USD24,800 thousand ) 34,501 (USD 1,000 thousand) |
$ 782,923 ( USD24,500 thousand ) 33,735 ( USD 1,000 thousand ) 44,920 ( USD 1,440 thousand ) 15,029 ( USD 500 thousand ) 145,537 ( PLN17,600 thousand ) 782,923 ( USD24,800 thousand ) 34,501 (USD 1,000 thousand) |
- 8,010 - 72 17.6 - - |
100.00 100.00 80.00 50.00 80.00 96.08 3.92 |
$ 899,683 75,542 69,851 25,001 125,980 936,713 37,034 |
$ 22,048 ( 2,990 ) ( HKD (831) thousand ) 3,536 ( VND 2,947,758 thousand ) 6,899 ( INR 18,264 thousand ) 8,577 ( PLN 1,185 thousand ) 22,047 22,047 |
$ 22,048 ( 2,990 ) ( HKD (831) thousand ) 2,829 ( VND 2,358,206 thousand ) 3,450 ( INR 9,132 thousand ) 6,862 ( PLN 948 thousand ) 22,047 - |
(Note 3) (Note 3) |
Note 1: It is calculated according to the original investment cost.
Note 2: The unrealized gross profit of goods sold has been deducted.
Note 3: The total net profit of this period of Tex Year Technology (SAMOA) Corp. is recognized under Tex Year International (SAMOA) Corp. Note 4: Please refer to Table 7 for information about reinvested companies in mainland China.
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Tex Year Industries Inc. and Subsidiaries Mainland China Investment Information January 1 to December 31, 2021
Table 7
Unit: in NT$ thousand, unless otherwise noted.
| Investee in mainland China Name of the Company |
Main business items | Paid-in capital (Note 1) |
Investme nt mode |
Beginning of the period Remitted from Taiwan Accumulated investment amount |
Remitted out or recovered in Amount of investment |
Remitted out or recovered in Amount of investment |
End of the period Remitted from Taiwan Accumulated investment amount |
Investee Profit and loss of the current period |
Shareholdin g ratio of direct or indirect investment of the Company |
Recognized in the current period Profit and loss (note 10) |
Investment at the end of the period Carrying amount |
As of the current period Investment income repatriated |
Remarks |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Outward remittance | Recovery | ||||||||||||
| Wuxi More Tex Technology Co., Ltd. Deyuan Chemical Technology (Shenzhen) Co., Ltd. Deyuan Business Machine (Shenzhen) Co., Ltd. Tex Year Fine Chemical (Guangzhou) Co., Ltd. Wuxi Tex Year International Trading Co., Ltd. Tex Year Technology (Jiangsu) Co., Ltd. Shanghai Chuangzhi Environmental Tech Co., Ltd. Jiangsu C&M Filtration Solutions Ltd. Huzhou Yachuang Tech Ltd. |
Development, production and sales of hot melt adhesives and lubricants Development, production and sales of hot melt adhesives and lubricants Development and production of laminators, shredders, and manufacturing and trading of various appliances. R&D, production and sales of hot melt adhesives Sales of chemical products and adhesives R&D, production and sales of hot melt adhesives R&D and sales of environmental protection filter materials Environmental protection filter material research and development and manufacturing Environmental protection filter material research and development and sales, and rental of self-owned houses |
$ 100,581 ( USD 3,000 thousand ) - - 389,798 ( USD12,000 thousand ) 14,265 ( RMB3,000 thousand ) 308,108 ( USD10,000 thousand ) 124,839 ( RMB27,298 thousand ) 107,160 ( RMB23,340 thousand ) 32,595 ( RMB7,500 thousand ) |
Note 4--Note 5 Note 6 Note 7 Note 6 Note 12 Note 12 |
$ 50,291 ( USD 1,500 thousand ) 34,507 ( USD 1,000 thousand ) 34,726 ( USD 1,000 thousand ) 389,798 ( USD12,000 thousand ) - 308,108 ( USD10,000 thousand ) - - - |
$ - - - - - - - - - |
$ - - - - - - - - - |
$ 50,291 ( USD 1,500 thousand ) 34,507 ( USD 1,000 thousand ) 34,726 ( USD 1,000 thousand ) 389,798 ( USD12,000 thousand ) - 308,108 ( USD10,000 thousand ) - - - |
( $ 4,834 ) ( RMB(1,116) thousand) - - 19,506 ( RMB4,526 thousand ) ( 5,854 ) ( RMB(1,352) thousand) 9,516 ( RMB2,198 thousand ) 12,424 ( RMB2,869 thousand ) 8,644 ( RMB1,996 thousand ) - |
50.00% - - 100.00% 100.00% 100.00% 50.10% 100.00% 100.00% |
( $ 9,620 ) ( RMB(2,221) thousand) - - 19,734 ( RMB4,557 thousand ) ( 5,854 ) ( RMB(1,352) thousand) 11,648 ( RMB2,690 thousand ) 4,051 ( RMB 957 thousand ) 8,644 ( RMB1,996 thousand ) - |
$ 61,364 - - 561,555 55,384 294,839 93,218 121,032 32,587 |
$ 108,323 (Note 2) None. None. None. None. None. None. None. None. |
Note 9 and 10 Note 8 Note 8 Note 10 and 13 Note 10 Note 10 and 14 Note 10 and 11 Note 10 Note 10 |
Accumulated amount of investment remitted In compliance with the mainland China Investment amount approved by the Investment from Taiwan to mainland China at the end of the investment limit set by the Investment Commission of the Ministry of Economic Affairs period Commission of the Ministry of Economic Affairs NT$817,430 (USD25,500 thousand) NT$894,394 (USD27,500 thousand) (Note 3)
Note 1: It is calculated based on the original investment cost.
Note 2: Wuxi More Tex Technology Co., Ltd. issued a cash dividend of NT$64,839 thousand (RMB14,899 thousand) through the resolution of the board meeting on March 23, 2021, and then remitted it back to the Company through Tex Year Technology Corp. As of December 31, 2021, NT$108,323 thousand had been remitted back cumulatively.
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Note 3: According to the letter of the Ministry of Economic Affairs referenced Jing-Shen No. 09704604680, it is calculated at 60% of the net value of the Company on December 31, 2021, except for the enterprises or subsidiaries of multinational enterprises in Taiwan approved and issued by the Industrial Development Bureau of the Ministry of Economic Affairs supporting documents of compliance with the operation scope of the operation headquarters. The Company obtained the certificate of compliance with the operation scope of the operation headquarters (letter referenced Jing-Shou-Gong Zi No. 10820409330) issued by the Industrial Development Bureau of the Ministry of Economic Affairs on April 17, 2019. The period of validity is from April 11, 2019 to April 10, 2022, so it is not subject to the limit.
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Note 4: The Company invested NT$50,291 thousand through Tex Year International (SAMOA) Corp., a third-region investment enterprise, and then indirectly invested in Wuxi More Tex Technology Co., Ltd. through Tex Year International (SAMOA) Corp.
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Note 5: The Company invested NT$389,798 thousand through Tex Year International (SAMOA) Corp., a third-region investment enterprise, and then indirectly invested in Tex Year Fine Chemical (Guangzhou) Co. through Tex Year International (SAMOA) Corp.
-
Note 6: Tex Year Fine Chemical (Guangzhou) Co., Ltd. directly invested in Wuxi Tex Year International Trading Co., Ltd. and Shanghai Chuangzhi Environmental Tech Co., Ltd. for NT$14,265 thousand and NT$80,975 thousand respectively.
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Note 7: The Company invested NT$308,108 thousand through Tex Year International (SAMOA) Corp., a third-region investment enterprise, and then indirectly invested in Tex Year Technology (Jiangsu) Co., Ltd. through Tex Year Technology (SAMOA) Corp.
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Note 8: As the operation of Deyuan Chemical Technology (Shenzhen) Co., Ltd. was incorporated into Tex Year Fine Chemical (Guangzhou) Co., Ltd. and the liquidation was completed in December 2012; Deyuan Business Machine (Shenzhen) Co., Ltd. completed the liquidation in September 2014.
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Note 9: It is the balance after the realized income from investments adjusted for sidestream transactions in the current period of NT$322 thousand (RMB74 thousand) and the impairment loss of NT$7,524 thousand (RMB1,738 thousand).
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Note 10: The investment income or loss recognized in the current period is based on the financial statements audited by the accountants.
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Note 11: The income from investments recognized in the current period is the balance after deducting NT$2,174 thousand (RMB481 thousand) of investment premium amortization according to the shareholding ratio.
-
Note 12: Tex Year Fine Chemical (Guangzhou) Co., Ltd. directly invested in Shanghai Chuangzhi Environmental Tech Co., Ltd. and then indirectly invested in Jiangsu C&M Filtration Solutions Ltd. and Huzhou Yachuang Tech Ltd. through Shanghai Chuangzhi Environmental Tech Co., Ltd.
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Note 13: The realized income from investments adjusted for sidestream transactions in the current period is NT$228 thousand (RMB53 thousand), and the book value of the investment at the end of the period is the balance after deducting the unrealized sidestream transactions and downstream transactions at the end of the period.
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Note 14: The realized income from investments adjusted for sidestream transactions in the current period is NT$2,132 thousand (RMB492 thousand), and the book value of the investment at the end of the period is the balance after deducting the unrealized sidestream transactions and downstream transactions at the end of the period.
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Tex Year Industries Inc. and Subsidiaries Information of major shareholders December 31, 2021
Table 8
| Name of major shareholders | Equity | Equity |
|---|---|---|
| Number of shares held |
Shareholding ratio |
|
| Chin-Tsung Hsiao Tex Yard Investment Co., Ltd. Tex Yuan Investment Co., Ltd. Hsiang-Chih Hsiao |
16,237,570 8,826,382 7,805,119 5,080,681 |
16.57% 9.01% 7.96% 5.19% |
- Note: The information of major shareholders in this table is calculated based on the information from the Taiwan Depository & Clearing Corporation on the last business day at the end of the current quarter, and the shareholders’ holdings of more than 5% of the Company’s common shares and special shares that have completed the scripless registration and delivery (including treasury shares). There may be a difference between the number of shares recorded in the Company’s consolidated financial statements and the number of shares actually delivered for scrip less registration due to different calculation basis.
100